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HUNTINGTON BANCSHARES INC /MD/ - Quarter Report: 2020 June (Form 10-Q)


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 2020
huntingtonlogo.jpg
Huntington Bancshares Incorporated
(Exact name of registrant as specified in its charter)
Maryland
1-34073
31-0724920
(State or other jurisdiction of
incorporation or organization)
(Commission
File Number)
(I.R.S. Employer
Identification No.)
Registrant’s address: 41 South High Street, Columbus, Ohio 43287
Registrant’s telephone number, including area code: (614480-2265
Securities registered pursuant to Section 12(b) of the Act
Title of class
Trading
Symbol(s)
Name of exchange on which registered
Common Stock—Par Value $0.01 per Share
HBAN
NASDAQ
Depositary Shares (each representing a 1/40th interest in a share of 5.875% Series C Non-Cumulative, perpetual preferred stock)
HBANN
NASDAQ
Depositary Shares (each representing a 1/40th interest in a share of 6.250% Series D Non-Cumulative, perpetual preferred stock)
HBANO
NASDAQ
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months and (2) has been subject to such filing requirements for the past 90 days.     x  Yes      No
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).     x  Yes      No
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large Accelerated Filer
x
 
Accelerated filer
 
 
 
 
 
 
Non-accelerated filer
 
Smaller reporting company
 
 
 
 
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).       Yes    x  No
There were 1,017,309,583 shares of the registrant’s common stock ($0.01 par value) outstanding on June 30, 2020.

2020 2Q Form 10-Q 1



HUNTINGTON BANCSHARES INCORPORATED
INDEX
 
 
 

2 Huntington Bancshares Incorporated


Glossary of Acronyms and Terms

The following listing provides a comprehensive reference of common acronyms and terms used throughout the document:
 
ACL
  
Allowance for Credit Losses
AFS
  
Available-for-Sale
ALLL
  
Allowance for Loan and Lease Losses
AOCI
 
Accumulated Other Comprehensive Income
ASC
  
Accounting Standards Codification
AULC
  
Allowance for Unfunded Loan Commitments
Basel III
  
Refers to the final rule issued by the FRB and OCC and published in the Federal Register on October 11, 2013
CARES Act
 
Coronavirus Aid, Relief, and Economic Security Act, as amended
C&I
  
Commercial and Industrial
CCAR
  
Comprehensive Capital Analysis and Review
CDs
  
Certificates of Deposit
CECL
 
Current Expected Credit Loss
CET1
  
Common Equity Tier 1 on a Basel III basis
CFPB
  
Bureau of Consumer Financial Protection
CMO
  
Collateralized Mortgage Obligations
COVID-19
 
Coronavirus Disease 2019
CRE
  
Commercial Real Estate
EAD
 
Exposure at Default
EVE
  
Economic Value of Equity
FASB
 
Financial Accounting Standards Board
FDIC
  
Federal Deposit Insurance Corporation
FHFA
 
Federal Housing Finance Agency
FHLB
  
Federal Home Loan Bank of Cincinnati
FICO
  
Fair Isaac Corporation
FRB
  
Federal Reserve Board
FTE
  
Fully-Taxable Equivalent
FTP
  
Funds Transfer Pricing
FVO
 
Fair Value Option
GAAP
  
Generally Accepted Accounting Principles in the United States of America
HTM
  
Held-to-Maturity
IRS
  
Internal Revenue Service
Last-of-Layer
 
Last-of-layer is a fair value hedge of the interest rate risk of a portfolio of similar prepayable assets whereby the last dollar amount within the portfolio of assets is identified as the hedged item
LCR
  
Liquidity Coverage Ratio
LIBOR
  
London Interbank Offered Rate
LIHTC
  
Low Income Housing Tax Credit
MBS
  
Mortgage-Backed Securities
MD&A
  
Management’s Discussion and Analysis of Financial Condition and Results of Operations
MSR
  
Mortgage Servicing Right
NAICS
  
North American Industry Classification System
NALs
  
Nonaccrual Loans
NCO
  
Net Charge-off
NII
  
Noninterest Income
NIM
  
Net Interest Margin

2020 2Q Form 10-Q 3



NPAs
  
Nonperforming Assets
OCC
  
Office of the Comptroller of the Currency
OCI
  
Other Comprehensive Income (Loss)
OLEM
  
Other Loans Especially Mentioned
OREO
  
Other Real Estate Owned
PCD
 
Purchased-Credit-Deteriorated
PPP
 
Paycheck Protection Program
PPPLF
 
Paycheck Protection Program Liquidity Facility
RBHPCG
  
Regional Banking and The Huntington Private Client Group
ROC
 
Risk Oversight Committee
SBA
 
Small Business Administration
SEC
  
Securities and Exchange Commission
TDR
  
Troubled Debt Restructuring
U.S. Treasury
  
U.S. Department of the Treasury
UCS
  
Uniform Classification System
VIE
  
Variable Interest Entity
XBRL
  
eXtensible Business Reporting Language


4 Huntington Bancshares Incorporated


PART I. FINANCIAL INFORMATION
When we refer to “we”, “our”, and “us”, “Huntington”, and “the Company” in this report, we mean Huntington Bancshares Incorporated and our consolidated subsidiaries, unless the context indicates that we refer only to the parent company, Huntington Bancshares Incorporated. When we refer to the “Bank” in this report, we mean our only bank subsidiary, The Huntington National Bank, and its subsidiaries.
Item 2: Management’s Discussion and Analysis of Financial Condition and Results of Operations
INTRODUCTION
We are a multi-state diversified regional bank holding company organized under Maryland law in 1966 and headquartered in Columbus, Ohio. Through the Bank, we have over 150 years of servicing the financial needs of our customers. Through our subsidiaries, we provide full-service commercial and consumer banking services, mortgage banking services, automobile financing, recreational vehicle and marine financing, equipment financing, investment management, trust services, brokerage services, insurance products and services, and other financial products and services. Our 839 full-service branches and private client group offices are located in Ohio, Illinois, Indiana, Kentucky, Michigan, Pennsylvania, and West Virginia. Select financial services and other activities are also conducted in various other states. International banking services are available through the headquarters office in Columbus, Ohio. Our foreign banking activities, in total or with any individual country, are not significant.
This MD&A provides information we believe necessary for understanding our financial condition, changes in financial condition, results of operations, and cash flows. The MD&A included in our 2019 Form 10-K should be read in conjunction with this MD&A as this discussion provides only material updates to the 2019 Form 10-K. This MD&A should also be read in conjunction with the Unaudited Condensed Consolidated Financial Statements, Notes to Unaudited Condensed Consolidated Financial Statements, and other information contained in this report.
EXECUTIVE OVERVIEW
Summary of 2020 Second Quarter Results Compared to 2019 Second Quarter
For the quarter, we reported net income of $150 million, or $0.13 per common share, compared with $364 million, or $0.33 per common share, in the year-ago quarter.
Fully-taxable equivalent net interest income was $797 million, down $22 million, or 3%. This reflected a 37 basis point decrease in the FTE net interest margin to 2.94%, partially offset by the benefit from the $9.9 billion, or 10%, increase in average earning assets.
The provision for credit losses increased $268 million year-over-year to $327 million in the 2020 second quarter. Net charge-offs increased $59 million to $107 million. The oil and gas portfolio accounted for approximately $60 million of the $80 million of commercial NCOs, nearly all of which resulted from charge-offs on loans sold in the quarter or under contract to be sold. Consumer NCOs of $27 million were down on both a year-over-year and linked quarter basis. Total NCOs represented an annualized 0.54% of average loans and leases in the current quarter, up from 0.25% in the year-ago quarter.
Noninterest income was $391 million, up $17 million, or 5%, from the year ago quarter. Mortgage banking income increased $62 million, or 182%. Partially offsetting this increase, service charges on deposit accounts decreased $32 million, or 35%, other noninterest income decreased $8 million, or 14%, and gain on sale of loans and leases decreased $5 million, or 38%.
Noninterest expense for the 2020 second quarter decreased $25 million, or 4%, from the year-ago quarter. Other noninterest expense decreased $15 million, or 24%, and personnel costs decreased $10 million, or 2%.

2020 2Q Form 10-Q 5



Common Equity Tier 1 risk-based capital ratio was 9.84%, down from 9.88% a year ago. The regulatory Tier 1 risk-based capital ratio was 11.79% compared to 11.28% at June 30, 2019. The balance sheet growth we experienced was driven predominately by PPP loans and elevated deposits at the Federal Reserve, both of which are 0% risk weighted, and as such did not have a material impact on the regulatory capital ratios. The capital impact of the repurchase of $352 million of common stock over the last four quarters (none in the 2020 second quarter) and cash dividends effectively offset earnings, adjusted for the CECL transition, on a year-over-year basis.  The regulatory Tier 1 risk-based capital ratio also reflects the issuance of $500 million of Series F preferred stock in the 2020 second quarter.
Business Overview
General
Our general business objectives are:
Consistent organic revenue and balance sheet growth.
Invest in our businesses, particularly technology and risk management.
Deliver positive operating leverage.
Maintain aggregate moderate-to-low risk appetite.
Disciplined capital management.
COVID-19
The COVID-19 pandemic has caused and continues to cause significant, unprecedented disruption that affects daily living and negatively impacts the global economy. The pandemic has resulted in temporary closures of many businesses and the institution of social distancing and shelter in place requirements in many states and communities, increasing unemployment levels and causing volatility in the financial markets. As further discussed in “Discussion of Results of Operations,” the reduction in interest rates, borrower and counterparty credit deterioration and market volatility, among other factors, had negative impact on our current quarter performance. Though we are unable to estimate the magnitude, we expect the pandemic and related global economic crisis will adversely affect our future operating results.
Huntington was able to react quickly to these changes because of the commitment and flexibility of its workforce coupled with well-prepared business continuity plans. To ensure the safety of our branch colleagues, while still meeting the needs of our customers, we moved to use of branches with drive-thru only, with in-person meetings by appointment during shelter-in-place orders. For other colleagues, we have implemented a work-from-home approach with increased communication to keep them informed, engaged, productive and connected. Additional benefits have been provided, including medical, emergency paid time off and other programs for those whose families have been directly impacted by the virus. While state and local governments have started to ease temporary business closures and shelter in place requirements and we have opened our branches, we expect a large portion of our colleagues will continue to operate remotely.
For our customers, we have established a variety of temporary relief programs which include loan payment deferrals, late fee and overdraft waivers and the suspension of foreclosure and repossessions. We continue to work with our customers to originate and renew business loans as well as originate loans made available through the Small Business Administration Paycheck Protection Program, a lending program established as part of the relief to American consumers and businesses in the Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”).
CARES Act
The CARES Act was passed by Congress and signed into law on March 27, 2020. It provides for financial stimulus and government lending programs at unprecedented levels. The benefits of these programs within the economy remain uncertain.  The CARES Act includes a total allocation of $659 billion for loans to be issued by financial institutions through the Small Business Administration (“SBA”).  This program is known as the Paycheck Protection Program (“PPP”).  PPP loans are forgivable, in whole or in part, if the proceeds are used for payroll and other permitted purposes in accordance with the requirements of the PPP.  These loans carry a fixed rate of 1.00% and terms of two or five years, if not forgiven, in whole or in part. Payments are deferred for the first six months of the loan. The loans are 100% guaranteed by the SBA.  The SBA pays the originating bank a processing fee ranging

6 Huntington Bancshares Incorporated


from 1% to 5%, based on the size of the loan.  In addition, the FRB has implemented a liquidity facility available to financial institutions participating in the PPP (“PPPLF”).  In conjunction with the PPP, the PPPLF will allow the Federal Reserve Banks to lend to member banks on a non-recourse basis with PPP loans as collateral.
Additionally, the CARES Act provides for relief on existing and new SBA loans through Small Business Debt Relief. As part of the SBA Small Business Debt Relief, the SBA will automatically pay principal, interest and fees of certain SBA loans for a period of six months for both existing loans and new loans issued prior to September 27, 2020. To aid small- and medium-sized businesses across our footprint, we funded more than 35,000 loans with an outstanding balance of $6.2 billion as of June 30, 2020 through the SBA’s PPP, and we continue to originate more PPP loans. The CARES Act also provides for Mortgage Payment Relief and a foreclosure moratorium. Refer to the “Credit Risk” section for additional details on customer relief.
Federal Reserve Board Actions
The FRB has taken a range of actions to support the flow of credit to households and businesses. For example, on March 15, 2020, the FRB reduced the target range for the federal funds rate to 0 to 0.25% and announced that it would increase its holdings of U.S. Treasury securities and agency mortgage-backed securities and begin purchasing agency commercial mortgage-backed securities. The FRB has also encouraged depository institutions to borrow from the discount window and has lowered the primary credit rate for such borrowing by 150 basis points while extending the term of such loans up to 90 days. Reserve requirements have been reduced to zero as of March 26, 2020.
The FRB has established, or has taken steps to establish, a range of facilities and programs to support the U.S. economy and U.S. marketplace participants in response to economic disruptions associated with COVID-19, including among others, Main Street Lending facilities to purchase loan participations, under specified conditions, from banks lending to small and medium U.S. businesses.  While we have not participated in these facilities or programs to date, we may participate in some or all of these facilities or programs, including as a lender, agent, or intermediary on behalf of clients or customers or in an advisory capacity in the future.
Economy
Our second quarter results reflect strong execution across the bank in a very challenging operating environment, including our extraordinary efforts to help customers through the economic challenges associated with the pandemic. Many of our customers benefited from a variety of actions we instituted, including fee waivers and payment relief programs. These actions are consistent with our purpose of looking out for people. Huntington is well-positioned to support our customers through these current challenges and to help the economic recovery in the communities we serve. While we are pleased with the second quarter results, the COVID-19 pandemic has altered the economic fundamentals in our footprint for the foreseeable future and we continue to believe the economy will be challenged for some time.
DISCUSSION OF RESULTS OF OPERATIONS
This section provides a review of financial performance from a consolidated perspective. Key Unaudited Condensed Consolidated Balance Sheet and Unaudited Condensed Statement of Income trends are discussed. All earnings per share data are reported on a diluted basis. For additional insight on financial performance, please read this section in conjunction with the “Business Segment Discussion”.

2020 2Q Form 10-Q 7



Table 1 - Selected Quarterly Income Statement Data
 
Three Months Ended
 
June 30,
 
March 31,
 
December 31,
 
September 30,
 
June 30,
(amounts in millions, except per share data)
2020
 
2020
 
2019
 
2019
 
2019
Interest income
$
902

 
$
975

 
$
1,011

 
$
1,052

 
$
1,068

Interest expense
110

 
185

 
231

 
253

 
256

Net interest income
792

 
790

 
780

 
799

 
812

Provision for credit losses
327

 
441

 
79

 
82

 
59

Net interest income after provision for credit losses
465

 
349

 
701

 
717

 
753

Service charges on deposit accounts
60

 
87

 
95

 
98

 
92

Card and payment processing income
59

 
58

 
64

 
64

 
63

Trust and investment management services
45

 
47

 
47

 
44

 
43

Mortgage banking income
96

 
58

 
58

 
54

 
34

Capital markets fees
31

 
33

 
31

 
36

 
34

Insurance income
25

 
23

 
24

 
20

 
23

Bank owned life insurance income
17

 
16

 
17

 
18

 
15

Gain on sale of loans and leases
8

 
8

 
16

 
13

 
13

Net (losses) gains on sales of securities
(1
)
 

 
(22
)
 

 
(2
)
Other noninterest income
51

 
31

 
42

 
42

 
59

Total noninterest income
391

 
361

 
372

 
389

 
374

Personnel costs
418

 
395

 
426

 
406

 
428

Outside data processing and other services
90

 
85

 
89

 
87

 
89

Equipment
46

 
41

 
42

 
41

 
40

Net occupancy
39

 
40

 
41

 
38

 
38

Professional services
11

 
11

 
14

 
16

 
12

Amortization of intangibles
10

 
11

 
12

 
12

 
12

Marketing
5

 
9

 
9

 
10

 
11

Deposit and other insurance expense
9

 
9

 
10

 
8

 
8

Other noninterest expense
47

 
51

 
58

 
49

 
62

Total noninterest expense
675

 
652

 
701

 
667

 
700

Income before income taxes
181

 
58

 
372

 
439

 
427

Provision for income taxes
31

 
10

 
55

 
67

 
63

Net income
150

 
48

 
317

 
372

 
364

Dividends on preferred shares
19

 
18

 
19

 
18

 
18

Net income applicable to common shares
$
131

 
$
30

 
$
298

 
$
354

 
$
346

 
 
 
 
 
 
 
 
 
 
Average common shares—basic
1,016

 
1,018

 
1,029

 
1,035

 
1,045

Average common shares—diluted
1,029

 
1,035

 
1,047

 
1,051

 
1,060

Net income per common share—basic
$
0.13

 
$
0.03

 
$
0.29

 
$
0.34

 
$
0.33

Net income per common share—diluted
0.13

 
0.03

 
0.28

 
0.34

 
0.33

Return on average total assets
0.51
%
 
0.17
%
 
1.15
%
 
1.37
%
 
1.36
%
Return on average common shareholders’ equity
5.0

 
1.1

 
11.1

 
13.4

 
13.5

Return on average tangible common shareholders’ equity (1)
6.7

 
1.8

 
14.3

 
17.3

 
17.7

Net interest margin (2)
2.94

 
3.14

 
3.12

 
3.20

 
3.31

Efficiency ratio (3)
55.9

 
55.4

 
58.4

 
54.7

 
57.6

Effective tax rate
17.2

 
17.0

 
14.8

 
15.4

 
14.6

Revenue—FTE
 
 
 
 
 
 
 
 
 
Net interest income
$
792

 
$
790

 
$
780

 
$
799

 
$
812

FTE adjustment
5

 
6

 
6

 
6

 
7

Net interest income (2)
797

 
796

 
786

 
805

 
819

Noninterest income
391

 
361

 
372

 
389

 
374

Total revenue (2)
$
1,188

 
$
1,157

 
$
1,158

 
$
1,194

 
$
1,193



8 Huntington Bancshares Incorporated


 
 
 
 
 
 
 
 
Table 2 - Selected Year to Date Income Statements
 
 
 
 
 
 
 
 
 
Six Months Ended June 30,
 
Change
(amounts in millions, except per share data)
2020
 
2019
 
Amount
 
Percent
Interest income
$
1,877

 
$
2,138

 
$
(261
)
 
(12
)%
Interest expense
295

 
504

 
(209
)
 
(41
)
Net interest income
1,582

 
1,634

 
(52
)
 
(3
)
Provision for credit losses
768

 
126

 
642

 
510

Net interest income after provision for credit losses
814

 
1,508

 
(694
)
 
(46
)
Service charges on deposit accounts
148

 
179

 
(31
)
 
(17
)
Card and payment processing income
117

 
119

 
(2
)
 
(2
)
Trust and investment management services
92

 
87

 
5

 
6

Mortgage banking income
154

 
55

 
99

 
180

Capital markets fees
64

 
56

 
8

 
14

Insurance income
48

 
44

 
4

 
9

Bank owned life insurance income
32

 
31

 
1

 
3

Gain on sale of loans and leases
17

 
26

 
(9
)
 
(35
)
Net (losses) gains on sales of securities
(1
)
 
(2
)
 
1

 
50

Other noninterest income
81

 
98

 
(17
)
 
(17
)
Total noninterest income
752

 
693

 
59

 
9

Personnel costs
814

 
822

 
(8
)
 
(1
)
Outside data processing and other services
175

 
170

 
5

 
3

Equipment
87

 
80

 
7

 
9

Net occupancy
79

 
80

 
(1
)
 
(1
)
Professional services
22

 
24

 
(2
)
 
(8
)
Amortization of intangibles
21

 
25

 
(4
)
 
(16
)
Marketing
14

 
18

 
(4
)
 
(22
)
Deposit and other insurance expense
18

 
16

 
2

 
13

Other noninterest expense
97

 
118

 
(21
)
 
(18
)
Total noninterest expense
1,327

 
1,353

 
(26
)
 
(2
)
Income before income taxes
239

 
848

 
(609
)
 
(72
)
Provision for income taxes
41

 
126

 
(85
)
 
(67
)
Net income
198

 
722

 
(524
)
 
(73
)
Dividends declared on preferred shares
37

 
37

 

 

Net income applicable to common shares
$
161

 
$
685

 
$
(524
)
 
(76
)%
 
 
 
 
 
 
 
 
Average common shares—basic
1,017

 
1,046

 
(29
)
 
(3
)%
Average common shares—diluted
1,032

 
1,063

 
(31
)
 
(3
)
Net income per common share—basic
$
0.16

 
$
0.66

 
$
(0.50
)
 
(76
)
Net income per common share—diluted
0.16

 
0.64

 
(0.48
)
 
(75
)
 
 
 
 
 
 
 
 
Revenue—FTE
 
 
 
 
 
 
 
Net interest income
$
1,582

 
$
1,634

 
$
(52
)
 
(3
)%
FTE adjustment
11

 
14

 
(3
)
 
(21
)
Net interest income (2)
1,593

 
1,648

 
(55
)
 
(3
)
Noninterest income
752

 
693

 
59

 
9

Total revenue (2)
$
2,345

 
$
2,341

 
$
4

 
 %
(1)
Net income excluding expense for amortization of intangibles for the period divided by average tangible common shareholders’ equity. Average tangible common shareholders’ equity equals average total common shareholders’ equity less average intangible assets and goodwill. Expense for amortization of intangibles and average intangible assets are net of deferred tax liability, and calculated assuming a 21% tax rate.
(2)
On an FTE basis assuming a 21% tax rate.
(3)
Noninterest expense less amortization of intangibles and goodwill impairment divided by the sum of FTE net interest income and noninterest income excluding securities gains.



2020 2Q Form 10-Q 9



Net Interest Income / Average Balance Sheet
The following tables detail the change in our average balance sheet and the net interest margin:
Table 3 - Consolidated Average Balance Sheet and Net Interest Margin Analysis
 
Average Balances
 
 
 
 
 
Three Months Ended
 
Change
 
June 30,
 
March 31,
 
December 31,
 
September 30,
 
June 30,
 
2Q20 vs. 2Q19
(dollar amounts in millions)
2020
 
2020
 
2019
 
2019
 
2019
 
Amount
 
Percent
Assets:
 
 
 
 
 
 
 
 
 
 
 
 
 
Interest-bearing deposits in Federal Reserve Bank
$
3,413

 
$
680

 
$
672

 
$
514

 
$
518

 
$
2,895

 
559
 %
Interest-bearing deposits in banks
169

 
150

 
176

 
149

 
135

 
34

 
25

Securities:
 
 
 
 
 
 
 
 
 
 
 
 


Trading account securities
39

 
95

 
109

 
137

 
161

 
(122
)
 
(76
)
Available-for-sale securities:
 
 
 
 
 
 
 
 
 
 
 
 


Taxable
11,179

 
11,671

 
11,221

 
11,096

 
10,501

 
678

 
6

Tax-exempt
2,728

 
2,753

 
2,791

 
2,820

 
2,970

 
(242
)
 
(8
)
Total available-for-sale securities
13,907

 
14,424

 
14,012

 
13,916

 
13,471

 
436

 
3

Held-to-maturity securities—taxable
9,798

 
9,428

 
8,592

 
8,566

 
8,771

 
1,027

 
12

Other securities
474

 
445

 
448

 
437

 
466

 
8

 
2

Total securities
24,218

 
24,392

 
23,161

 
23,056

 
22,869

 
1,349

 
6

Loans held for sale
1,039

 
865

 
950

 
877

 
734

 
305

 
42

Loans and leases: (3)
 
 
 
 
 
 
 
 
 
 
 
 


Commercial:
 
 
 
 
 
 
 
 
 
 
 
 


Commercial and industrial
35,284

 
30,849

 
30,373

 
30,632

 
30,644

 
4,640

 
15

Commercial real estate:
 
 
 
 
 
 
 
 
 
 
 
 


Construction
1,201

 
1,165

 
1,181

 
1,165

 
1,168

 
33

 
3

Commercial
5,885

 
5,566

 
5,625

 
5,762

 
5,732

 
153

 
3

Commercial real estate
7,086

 
6,731

 
6,806

 
6,927

 
6,900

 
186

 
3

Total commercial
42,370

 
37,580

 
37,179

 
37,559

 
37,544

 
4,826

 
13

Consumer:
 
 
 
 
 
 
 
 
 
 
 
 


Automobile
12,681

 
12,924

 
12,607

 
12,181

 
12,219

 
462

 
4

Home equity
8,897

 
9,026

 
9,192

 
9,353

 
9,482

 
(585
)
 
(6
)
Residential mortgage
11,463

 
11,391

 
11,330

 
11,214

 
11,010

 
453

 
4

RV and marine
3,706

 
3,590

 
3,564

 
3,528

 
3,413

 
293

 
9

Other consumer
1,082

 
1,185

 
1,231

 
1,261

 
1,264

 
(182
)
 
(14
)
Total consumer
37,829

 
38,116

 
37,924

 
37,537

 
37,388

 
441

 
1

Total loans and leases
80,199

 
75,696

 
75,103

 
75,096

 
74,932

 
5,267

 
7

Allowance for loan and lease losses
(1,557
)
 
(1,239
)
 
(787
)
 
(799
)
 
(778
)
 
(779
)
 
(100
)
Net loans and leases
78,642

 
74,457

 
74,316

 
74,297

 
74,154

 
4,488

 
6

Total earning assets
109,038

 
101,783

 
100,062

 
99,692

 
99,188

 
9,850

 
10

Cash and due from banks
1,299

 
914

 
864

 
817

 
835

 
464

 
56

Intangible assets
2,206

 
2,217

 
2,228

 
2,240

 
2,252

 
(46
)
 
(2
)
All other assets
7,205

 
6,472

 
6,346

 
6,216

 
5,982

 
1,223

 
20

Total assets
$
118,191

 
$
110,147

 
$
108,713

 
$
108,166

 
$
107,479

 
$
10,712

 
10
 %
Liabilities and Shareholders’ Equity:
 
 
 
 
 
 
 
 
 
 
 
 


Interest-bearing deposits:
 
 
 
 
 
 
 
 
 
 
 
 


Demand deposits—interest-bearing
$
23,878

 
$
21,202

 
20,140

 
$
19,796

 
$
19,693

 
$
4,185

 
21
 %
Money market deposits
25,728

 
24,697

 
24,560

 
24,266

 
23,305

 
2,423

 
10

Savings and other domestic deposits
10,609

 
9,632

 
9,552

 
9,681

 
10,105

 
504

 
5

Core certificates of deposit (4)
3,003

 
3,943

 
4,795

 
5,666

 
5,860

 
(2,857
)
 
(49
)
Other domestic time deposits of $250,000 or more
230

 
321

 
313

 
315

 
310

 
(80
)
 
(26
)
Brokered deposits and negotiable CDs
4,114

 
2,884

 
2,589

 
2,599

 
2,685

 
1,429

 
53

Total interest-bearing deposits
67,562

 
62,679

 
61,949

 
62,323

 
61,958

 
5,604

 
9

Short-term borrowings
826

 
3,383

 
1,965

 
2,331

 
3,166

 
(2,340
)
 
(74
)
Long-term debt
9,802

 
10,076

 
9,886

 
9,536

 
8,914

 
888

 
10

Total interest-bearing liabilities
78,190

 
76,138

 
73,800

 
74,190

 
74,038

 
4,152

 
6

Demand deposits—noninterest-bearing
25,660

 
20,054

 
20,643

 
19,926

 
19,760

 
5,900

 
30

All other liabilities
2,396

 
2,319

 
2,386

 
2,336

 
2,206

 
190

 
9

Shareholders’ equity
11,945

 
11,636

 
11,884

 
11,714

 
11,475

 
470

 
4

Total liabilities and shareholders’ equity
$
118,191

 
$
110,147

 
$
108,713

 
$
108,166

 
$
107,479

 
$
10,712

 
10
 %

10 Huntington Bancshares Incorporated


Table 3 - Consolidated Average Balance Sheet and Net Interest Margin Analysis (Continued)
 
 
 
 
 
 
 
 
 
 
 
Average Yield Rates (2)
 
Three Months Ended
 
June 30,
 
March 31,
 
December 31,
 
September 30,
 
June 30,
Fully-taxable equivalent basis (1)
2020
 
2020
 
2019
 
2019
 
2019
Assets:
 
 
 
 
 
 
 
 
 
Interest-bearing deposits in Federal Reserve Bank
0.10
%
 
1.08
%
 
1.66
%
 
2.19
%
 
2.38
%
Interest-bearing deposits in banks
0.33

 
1.52

 
1.81

 
2.38

 
2.08

Securities:
 
 
 
 
 
 
 
 
 
Trading account securities
1.99

 
3.21

 
2.45

 
2.36

 
1.92

Available-for-sale securities:
 
 
 
 
 
 
 
 
 
Taxable
2.30

 
2.62

 
2.63

 
2.67

 
2.73

Tax-exempt
2.75

 
3.30

 
3.43

 
3.63

 
3.66

Total available-for-sale securities
2.39

 
2.75

 
2.79

 
2.87

 
2.94

Held-to-maturity securities—taxable
2.39

 
2.50

 
2.50

 
2.51

 
2.54

Other securities
0.57

 
2.07

 
2.57

 
3.15

 
3.44

Total securities
2.35

 
2.64

 
2.68

 
2.74

 
2.79

Loans held for sale
3.22

 
3.39

 
3.40

 
3.69

 
4.00

Loans and leases: (3)
 
 
 
 
 
 
 
 
 
Commercial:
 
 
 
 
 
 
 
 
 
Commercial and industrial
3.62

 
4.12

 
4.31

 
4.57

 
4.82

Commercial real estate:
 
 
 
 
 
 
 
 
 
Construction
3.66

 
4.75

 
5.07

 
5.50

 
5.59

Commercial
2.94

 
4.00

 
4.36

 
4.67

 
4.88

Commercial real estate
3.06

 
4.13

 
4.48

 
4.81

 
5.00

Total commercial
3.53

 
4.12

 
4.34

 
4.61

 
4.85

Consumer:
 
 
 
 
 
 
 
 
 
Automobile
3.84

 
4.05

 
4.15

 
4.09

 
4.02

Home equity
3.73

 
4.75

 
5.03

 
5.38

 
5.56

Residential mortgage
3.51

 
3.70

 
3.73

 
3.80

 
3.84

RV and marine
4.71

 
4.91

 
4.96

 
4.96

 
4.94

Other consumer
11.10

 
12.39

 
12.71

 
13.34

 
13.29

Total consumer
4.00

 
4.45

 
4.59

 
4.72

 
4.76

Total loans and leases
3.75

 
4.29

 
4.47

 
4.67

 
4.80

Total earning assets
3.35

 
3.88

 
4.03

 
4.21

 
4.35

Liabilities:
 
 
 
 
 
 
 
 
 
Interest-bearing deposits:
 
 
 
 
 
 
 
 
 
Demand deposits—interest-bearing
0.07

 
0.43

 
0.63

 
0.57

 
0.58

Money market deposits
0.40

 
0.81

 
0.99

 
1.20

 
1.15

Savings and other domestic deposits
0.10

 
0.17

 
0.20

 
0.22

 
0.23

Core certificates of deposit (4)
1.55

 
1.91

 
2.09

 
2.17

 
2.15

Other domestic time deposits of $250,000 or more
1.25

 
1.56

 
1.70

 
1.85

 
1.92

Brokered deposits and negotiable CDs
0.18

 
1.22

 
1.67

 
2.21

 
2.39

Total interest-bearing deposits
0.28

 
0.68

 
0.87

 
0.98

 
0.97

Short-term borrowings
0.47

 
1.46

 
1.66

 
2.28

 
2.41

Long-term debt
2.58

 
2.70

 
3.50

 
3.59

 
3.91

Total interest-bearing liabilities
0.57

 
0.98

 
1.24

 
1.36

 
1.39

 
 
 
 
 
 
 
 
 
 
Net interest rate spread
2.78

 
2.90

 
2.79

 
2.85

 
2.96

Impact of noninterest-bearing funds on margin
0.16

 
0.24

 
0.33

 
0.35

 
0.35

Net interest margin
2.94
%
 
3.14
%
 
3.12
%
 
3.20
%
 
3.31
%

(1)
FTE yields are calculated assuming a 21% tax rate.
(2)
Average yield rates include the impact of applicable derivatives. Loan and lease and deposit average yield rates also include impact of applicable non-deferrable and amortized fees.
(3)
For purposes of this analysis, NALs are reflected in the average balances of loans.
(4)
Includes consumer certificates of deposit of $250,000 or more.


2020 2Q Form 10-Q 11



2020 Second Quarter versus 2019 Second Quarter
FTE net interest income for the 2020 second quarter decreased $22 million, or 3%, from the 2019 second quarter. This reflected a 37 basis point decrease in the FTE net interest income to 2.94%, partially offset by the benefit from a $9.9 billion, or 10%, increase in average earning assets. The NIM compression reflected a 100 basis point year-over-year decrease in average earning asset yields and a 19 basis point decrease in the benefit from noninterest-bearing funds, partially offset by an 82 basis point decrease in average interest-bearing liability costs. The decrease in earning asset yields was primarily driven by lower interest rates on commercial and home equity loan yields and securities yields, pandemic-related late fee waivers, and elevated deposits at the Federal Reserve Bank. The decrease in average interest-bearing liability costs primarily reflected lower interest-bearing deposit costs (down 69 basis points) and lower long-term debt costs (down 133 basis points), both due to lower interest rates.
Average earning assets for the 2020 second quarter increased $9.9 billion, or 10%, from the year-ago quarter, primarily reflecting a $5.3 billion, or 7%, increase in average total loans and leases, a $2.9 billion, or 559%, increase in interest-bearing deposits at the Federal Reserve Bank, and a $1.3 billion, or 6%, increase in average total securities. Average C&I loans increased $4.6 billion, or 15%, primarily reflecting the $4.1 billion of average PPP loans. Average automobile loans increased $0.5 billion, or 4%, driven by strong production over the past year. Average residential mortgage loans increased $0.5 billion, or 4%, reflecting robust portfolio mortgage production over the past year. The increase in average total securities primarily reflected portfolio growth and the mark-to-market of the available-for-sale portfolio. Partially offsetting these increases, average home equity loans and lines of credit decreased $0.6 billion, or 6%, reflecting a shift in consumer preferences.
Average total interest-bearing liabilities for the 2020 second quarter increased $4.2 billion, or 6%, from the year-ago quarter. Average total deposits increased $11.5 billion, or 14%, while average total core deposits increased $10.2 billion, or 13%. The increase in average total core deposits was primarily driven by commercial growth related to the PPP loans and commercial line draws, consumer growth related to government stimulus, and reduced account attrition. Specifically within core deposits, average total demand deposits increased $10.1 billion, or 26%, average money market deposits increased $2.4 billion, or 10%, and average savings and other domestic deposits increased $0.5 billion, or 5%. Partially offsetting these increases, average core CDs decreased $2.9 billion, or 49%, reflecting the maturity of balances related to the 2018 consumer deposit growth initiatives. Average brokered deposits and negotiable CDs increased $1.4 billion, or 53%, reflecting balance growth in new and existing brokered deposit accounts. Average total debt decreased $1.5 billion, or 12%, reflecting the repayment of short-term borrowings due to the strong core deposit growth.
2020 Second Quarter versus 2020 First Quarter
Compared to the 2020 first quarter, FTE net interest income increased $1 million, or less than 1%, reflecting a 7% increase in average earning assets partially offset by NIM compression of 20 basis points. The NIM compression reflected a 53 basis point decrease in average earning asset yields and an 8 basis point decrease in the benefit from noninterest-bearing funds, partially offset by a 41 basis point decrease in average interest-bearing liability costs. The decrease in earning asset yields was primarily driven by the impact of lower interest rates on commercial and home equity loan yields as well as elevated deposits at the Federal Reserve Bank. The decrease in average interest-bearing liability costs primarily reflects lower interest-bearing deposit costs (down 40 basis points) and lower short-term borrowings costs (down 99 basis points), both due to lower interest rates. The NIM in the 2020 second quarter was negatively impacted by approximately 3 basis points of derivative ineffectiveness compared to a benefit of approximately 4 basis points in the 2020 first quarter.
Compared to the 2020 first quarter, average earning assets increased $7.3 billion, or 7%, primarily reflecting a $4.5 billion, or 6%, increase in average total loans and leases and a $2.7 billion, or 402%, increase in interest-bearing deposits at the Federal Reserve Bank. Average C&I loans increased $4.4 billion, or 14%, primarily reflecting the $4.1 billion of average PPP loans.

12 Huntington Bancshares Incorporated


Compared to the 2020 first quarter, average total interest-bearing liabilities increased $2.1 billion, or 3%. Average total deposits increased $10.5 billion, or 13%, while average total core deposits increased $9.4 billion, or 12%. The increase in average total core deposits was primarily driven by commercial growth related to the PPP loans and commercial line draws, consumer growth related to government stimulus, and reduced account attrition. Specifically within core deposits, average total demand deposits increased $8.3 billion, or 20%, average money market deposits increased $1.0 billion, or 4%, and average savings and other domestic deposits increased $1.0 billion, or 10%. Partially offsetting these increases, average core CDs decreased $0.9 billion, or 24%, reflecting the maturity of balances related to the 2018 consumer deposit growth initiatives. Average brokered deposits and negotiable CDs increased $1.2 billion, or 43%, reflecting balance growth in new and existing brokered deposit accounts. Average total debt decreased $2.8 billion, or 21%, as short-term borrowings were repaid with core deposit inflows.

2020 2Q Form 10-Q 13



Table 4 - Consolidated YTD Average Balance Sheets and Net Interest Margin Analysis
(dollar amounts in millions)
 
 
 
 
 
 
 
 
 
 
 
 
YTD Average Balances
 
YTD Average Rates (2)
 
Six Months Ended June 30,
 
Change
 
Six Months Ended June 30,
Fully-taxable equivalent basis (1)
2020
 
2019
 
Amount
 
Percent
 
2020
 
2019
Assets:
 
 
 
 
 
 
 
 
 
 
 
Interest-bearing deposits in Federal Reserve Bank
$
2,047

 
$
510

 
$
1,537

 
301
 %
 
0.26
%
 
2.39
%
Interest-bearing deposits in banks
159

 
122

 
37

 
30

 
0.89

 
1.93

Securities:
 
 
 
 


 


 
 
 
 
Trading account securities
67

 
149

 
(82
)
 
(55
)
 
2.86

 
1.97

Available-for-sale securities:
 
 
 
 


 


 
 
 
 
Taxable
11,425

 
10,626

 
799

 
8

 
2.46

 
2.78

Tax-exempt
2,740

 
3,008

 
(268
)
 
(9
)
 
3.03

 
3.68

Total available-for-sale securities
14,165

 
13,634

 
531

 
4

 
2.57

 
2.98

Held-to-maturity securities—taxable
9,613

 
8,713

 
900

 
10

 
2.44

 
2.53

Other securities
460

 
501

 
(41
)
 
(8
)
 
1.30

 
4.01

Total securities
24,305

 
22,997

 
1,308

 
6

 
2.50

 
2.82

Loans held for sale
952

 
717

 
235

 
33

 
3.30

 
4.04

Loans and leases: (3)
 
 
 
 
 
 


 
 
 
 
Commercial:
 
 
 
 
 
 


 
 
 
 
Commercial and industrial
33,066

 
30,595

 
2,471

 
8

 
3.86

 
4.87

Commercial real estate:
 
 
 
 
 
 


 
 
 
 
Construction
1,183

 
1,171

 
12

 
1

 
4.19

 
5.58

Commercial
5,726

 
5,710

 
16

 

 
3.45

 
4.94

Commercial real estate
6,909

 
6,881

 
28

 

 
3.58

 
5.05

Total commercial
39,975

 
37,476

 
2,499

 
7

 
3.81

 
4.90

Consumer:
 
 
 
 
 
 


 
 
 
 
Automobile
12,803

 
12,290

 
513

 
4

 
3.95

 
3.98

Home equity
8,961

 
9,561

 
(600
)
 
(6
)
 
4.24

 
5.57

Residential mortgage
11,427

 
10,899

 
528

 
5

 
3.60

 
3.85

RV and marine
3,648

 
3,355

 
293

 
9

 
4.81

 
4.95

Other consumer
1,133

 
1,273

 
(140
)
 
(11
)
 
11.77

 
13.27

Total consumer
37,972

 
37,378

 
594

 
2

 
4.23

 
4.75

Total loans and leases
77,947

 
74,854

 
3,093

 
4

 
4.01

 
4.83

Allowance for loan and lease losses
(1,398
)
 
(779
)
 
(619
)
 
(79
)
 
 
 
 
Net loans and leases
76,549

 
74,075

 
2,474

 
3

 
 
 
 
Total earning assets
105,410

 
99,200

 
6,210

 
6

 
3.60
%
 
4.38
%
Cash and due from banks
1,106

 
844

 
262

 
31

 
 
 
 
Intangible assets
2,211

 
2,258

 
(47
)
 
(2
)
 
 
 
 
All other assets
6,840

 
5,972

 
868

 
15

 
 
 
 
Total assets
$
114,169

 
$
107,495

 
$
6,674

 
6
 %
 
 
 
 
Liabilities and Shareholders’ Equity:
 
 
 
 
 
 


 
 
 
 
Interest-bearing deposits:
 
 
 
 
 
 


 
 
 
 
Demand deposits—interest-bearing
$
22,540

 
$
19,746

 
$
2,794

 
14
 %
 
0.24
%
 
0.57
%
Money market deposits
25,213

 
23,121

 
2,092

 
9

 
0.60

 
1.10

Savings and other domestic deposits
10,120

 
10,222

 
(102
)
 
(1
)
 
0.14

 
0.23

Core certificates of deposit (4)
3,028

 
5,955

 
(2,927
)
 
(49
)
 
1.71

 
2.13

Other domestic time deposits of $250,000 or more
720

 
323

 
397

 
123

 
1.81

 
1.87

Brokered deposits and negotiable CDs
3,499

 
3,042

 
457

 
15

 
0.61

 
2.39

Total interest-bearing deposits
65,120

 
62,409

 
2,711

 
4

 
0.47

 
0.95

Short-term borrowings
2,105

 
2,745

 
(640
)
 
(23
)
 
1.26

 
2.41

Long-term debt
9,939

 
8,946

 
993

 
11

 
2.64

 
3.95

Total interest-bearing liabilities
77,164

 
74,100

 
3,064

 
4

 
0.77

 
1.37

Demand deposits—noninterest-bearing
$
22,857

 
$
19,833

 
3,024

 
15

 

 

All other liabilities
2,358

 
2,245

 
113

 
5

 
 
 
 
Shareholders’ equity
11,790

 
11,317

 
473

 
4

 
 
 
 
Total liabilities and shareholders’ equity
$
114,169

 
$
107,495

 
$
6,674

 
6
 %
 
 
 
 
Net interest rate spread
 
 
 
 
 
 
 
 
2.83

 
3.01

Impact of noninterest-bearing funds on margin
 
 
 
 
 
 
 
 
0.21

 
0.34

Net interest margin
 
 
 
 
 
 
 
 
3.04
%
 
3.35
%

(1)
FTE yields are calculated assuming a 21% tax rate.
(2)
Average yield rates include the impact of applicable derivatives. Loan and lease and deposit average yield rates also include impact of applicable non-deferrable and amortized fees.
(3)For purposes of this analysis, NALs are reflected in the average balances of loans.
(4)
Includes consumer certificates of deposit of $250,000 or more.


14 Huntington Bancshares Incorporated


2020 First Six Months versus 2019 First Six Months
FTE net interest income for the first six-month period of 2020 decreased $55 million, or 3%. This reflected the benefit of a $6.2 billion, or 6%, increase in average total earning assets and a 31 basis point decrease in the FTE NIM to 3.04%. Average loans and leases increased $3.1 billion, or 4%, primarily reflecting an increase in C&I lending. Average earning asset yields decreased 78 basis points due to a 82 basis point decline in loan yields. Average funding costs decreased 60 basis points, primarily driven by lower cost of interest-bearing deposits (down 48 basis points) and long-term debt (down 131 basis points). Average short-term borrowing costs decreased 115 basis points. The benefit from noninterest-bearing funding declined 13 basis points.
Provision for Credit Losses
(This section should be read in conjunction with the “Credit Risk” section.)
The provision for credit losses is the expense necessary to maintain the ALLL and the AULC at levels appropriate to absorb our estimate of credit losses expected over the life of the loan and lease portfolio and the portfolio of unfunded loan commitments and letters of credit.
The provision for credit losses for the 2020 second quarter was $327 million, which increased $268 million, or 454%, compared to the 2019 second quarter . On a year-to-date basis, provision for credit losses for the first six-month period of 2020 was $768 million, an increase of $642 million, or 510%, compared to the year-ago period. The increase from 2019 is attributed to the deteriorating economic outlook resulting from the COVID-19 pandemic, and risk rating downgrades within the oil and gas, hospitality and other commercial portfolios.
Noninterest Income
The following table reflects noninterest income for each of the periods presented: 
Table 5 - Noninterest Income
 
Three Months Ended
 
2Q20 vs. 2Q19
 
2Q20 vs. 1Q20
 
June 30,
 
March 31,
 
June 30,
 
Change
 
Change
(dollar amounts in millions)
2020
 
2020
 
2019
 
Amount
 
Percent
 
Amount
 
Percent
Service charges on deposit accounts
$
60

 
$
87

 
$
92

 
$
(32
)
 
(35
)%
 
$
(27
)
 
(31
)%
Card and payment processing income
59

 
58

 
63

 
(4
)
 
(6
)
 
1

 
2

Trust and investment management services
45

 
47

 
43

 
2

 
5

 
(2
)
 
(4
)
Mortgage banking income
96

 
58

 
34

 
62

 
182

 
38

 
66

Capital markets fees
31

 
33

 
34

 
(3
)
 
(9
)
 
(2
)
 
(6
)
Insurance income
25

 
23

 
23

 
2

 
9

 
2

 
9

Bank owned life insurance income
17

 
16

 
15

 
2

 
13

 
1

 
6

Gain on sale of loans and leases
8

 
8

 
13

 
(5
)
 
(38
)
 

 

Net (losses) gains on sales of securities
(1
)
 

 
(2
)
 
1

 
50

 
(1
)
 
(100
)
Other noninterest income
51

 
31

 
59

 
(8
)
 
(14
)
 
20

 
65

Total noninterest income
$
391

 
$
361

 
$
374

 
$
17

 
5
 %
 
$
30

 
8
 %
2020 Second Quarter versus 2019 Second Quarter
Total noninterest income for the 2020 second quarter increased $17 million, or 5%, from the year-ago quarter. Mortgage banking income increased $62 million, or 182%, primarily reflecting higher secondary marketing spreads and a 105% increase in salable mortgage originations. Partially offsetting this increase, service charges on deposit accounts decreased $32 million, or 35%, primarily reflecting reduced customer activity and pandemic-related fee waivers. Other noninterest income decreased $8 million, or 14%, primarily as a result of several notable items impacting each quarter. The 2019 second quarter included a $15 million gain on the sale of the Wisconsin retail branches, a $5 million mark-to-market adjustment on economic hedges, and $2 million of mezzanine gains. Partially offsetting these items, the 2020 second quarter included a $13 million gain on the annuitization of a retiree health plan, a $5 million gain on the sale of the retirement plan services recordkeeping business, and $3 million of mezzanine losses. Gain on sale of loans and leases decreased $5 million, or 38%, primarily due to lower SBA loan sales.

2020 2Q Form 10-Q 15



2020 Second Quarter versus 2020 First Quarter
Compared to the 2020 first quarter, total noninterest income increased $30 million, or 8%. Mortgage banking income increased $38 million, or 66%, primarily reflecting a 72% increase in salable mortgage originations and higher secondary marketing spreads. Other noninterest income increased $20 million, or 65%, primarily reflecting a $13 million gain on the annuitization of a retiree health plan, a $5 million gain on the sale of the retirement plan services recordkeeping business, and a $3 million increase in income on terminated leases, partially offset by $3 million of mezzanine losses. Partially offsetting these increases, service charges on deposit accounts decreased $27 million, or 31%, primarily reflecting reduced customer activity and pandemic-related fee waivers.
Table 6 - Noninterest Income—2020 First Six Months Ended vs. 2019 First Six Months Ended
 
Six Months Ended June 30,
 
Change
(dollar amounts in millions)
2020
 
2019
 
Amount
 
Percent
Service charges on deposit accounts
$
148

 
$
179

 
$
(31
)
 
(17
)%
Card and payment processing income
117

 
119

 
(2
)
 
(2
)
Trust and investment management services
92

 
87

 
5

 
6

Mortgage banking income
154

 
55

 
99

 
180

Capital markets fees
64

 
56

 
8

 
14

Insurance income
48

 
44

 
4

 
9

Bank owned life insurance income
32

 
31

 
1

 
3

Gain on sale of loans and leases
17

 
26

 
(9
)
 
(35
)
Net (losses) gains on sales of securities
(1
)
 
(2
)
 
1

 
50

Other noninterest income
81

 
98

 
(17
)
 
(17
)
Total noninterest income
$
752

 
$
693

 
$
59

 
9
 %
Noninterest income for the first six-month period of 2020 increased $59 million, or 9%, from the year-ago period. Mortgage banking income increased $99 million or 180%, primarily reflecting an increase in salable mortgage originations and higher secondary marketing spreads. Offsetting this increase, service charges on deposit accounts decreased $31 million, or 17%, primarily reflecting reduced customer activity and pandemic-related fee waivers. Other noninterest income decreased $17 million, or 17%, primarily as a result of several notable items impacting both periods. The first six-month period of 2019 included a $15 million gain from the sale of Wisconsin retail branches, a $5 million mark-to-market adjustment on economic hedges, $4 million of mezzanine gains and higher fixed income brokerage income. Partially offsetting these decreases, the current year included a $13 million gain on the annuitization of a retiree health plan, a $5 million gain on the sale of the retirement plan services recordkeeping business and $2 million of mezzanine losses. Gain on sale of loans and leases decreased $9 million or 35%, primarily due to lower SBA loan sales.

16 Huntington Bancshares Incorporated


Noninterest Expense
The following table reflects noninterest expense for each of the periods presented: 
Table 7 - Noninterest Expense
 
Three Months Ended
 
2Q20 vs. 2Q19
 
2Q20 vs. 1Q20
 
June 30,
 
March 31,
 
June 30,
 
Change
 
Change
(dollar amounts in millions)
2020
 
2020
 
2019
 
Amount
 
Percent
 
Amount
 
Percent
Personnel costs
$
418

 
$
395

 
$
428

 
$
(10
)
 
(2
)%
 
$
23

 
6
 %
Outside data processing and other services
90

 
85

 
89

 
1

 
1

 
5

 
6

Equipment
46

 
41

 
40

 
6

 
15

 
5

 
12

Net occupancy
39

 
40

 
38

 
1

 
3

 
(1
)
 
(3
)
Professional services
11

 
11

 
12

 
(1
)
 
(8
)
 

 

Amortization of intangibles
10

 
11

 
12

 
(2
)
 
(17
)
 
(1
)
 
(9
)
Marketing
5

 
9

 
11

 
(6
)
 
(55
)
 
(4
)
 
(44
)
Deposit and other insurance expense
9

 
9

 
8

 
1

 
13

 

 

Other noninterest expense
47

 
51

 
62

 
(15
)
 
(24
)
 
(4
)
 
(8
)
Total noninterest expense
$
675

 
$
652

 
$
700

 
$
(25
)
 
(4
)%
 
$
23

 
4
 %
Number of employees (average full-time equivalent)
15,703

 
15,386

 
15,780

 
(77
)
 
 %
 
317

 
2
 %
2020 Second Quarter versus 2019 Second Quarter
Total noninterest expense for the 2020 second quarter decreased $25 million, or 4%, from the year-ago quarter. Other noninterest expense decreased $15 million, or 24%, primarily as a result of lower travel and business development expense as well as a $5 million donation to the Columbus Foundation in the year-ago quarter. Personnel costs decreased $10 million, or 2%, primarily reflecting reduced benefits expense and lower equity compensation expense. Marketing expense decreased $6 million, or 55%, related to the timing of marketing campaigns in light of the pandemic. Partially offsetting these decreases, equipment expense increased $6 million, or 15%, primarily reflecting the impact of higher technology costs.
2020 Second Quarter versus 2020 First Quarter
Total noninterest expense increased $23 million, or 4%, from the 2020 first quarter. Personnel costs increased $23 million, or 6%, primarily reflecting higher incentive compensation, particularly in mortgage, and the timing of equity compensation expense in the second quarter. Outside data processing and other services increased $5 million, or 6%, and equipment expense increased $5 million, or 12%, both primarily reflecting the impact of increased technology costs.
Table 8 - Noninterest Expense—2020 First Six Months Ended vs. 2019 First Six Months Ended
 
 
 
 
 
 
 
 
 
Six Months Ended June 30,
 
Change
(dollar amounts in millions)
2020
 
2019
 
Amount
 
Percent
Personnel costs
$
814

 
$
822

 
$
(8
)
 
(1
)%
Outside data processing and other services
175

 
170

 
5

 
3

Equipment
87

 
80

 
7

 
9

Net occupancy
79

 
80

 
(1
)
 
(1
)
Professional services
22

 
24

 
(2
)
 
(8
)
Marketing
14

 
18

 
(4
)
 
(22
)
Amortization of intangibles
21

 
25

 
(4
)
 
(16
)
Deposit and other insurance expense
18

 
16

 
2

 
13

Other noninterest expense
97

 
118

 
(21
)
 
(18
)
Total noninterest expense
$
1,327

 
$
1,353

 
$
(26
)
 
(2
)%
Noninterest expense decreased $26 million, or 2%, from the year-ago period. Other noninterest expense decreased $21 million, or 18%, primarily as a result of lower travel and business development expense as well as a $5 million donation to the Columbus Foundation and higher operational losses in the first six-months of 2019. Personnel costs decreased $8 million, or 1%, primarily reflecting reduced benefit expense and lower equity

2020 2Q Form 10-Q 17



compensation expense. Marketing expense decreased $4 million, or 22%, related to the timing of marketing campaigns in light of the pandemic. Offsetting these decreases, equipment expense increased $7 million, or 9%, primarily reflecting the impact of increased technology costs.
Provision for Income Taxes
The provision for income taxes in the 2020 second quarter was $31 million. This compared with a provision for income taxes of $63 million in the 2019 second quarter and $10 million in the 2020 first quarter. The provision for income taxes for the six-month periods ended June 30, 2020 and June 30, 2019 was $41 million and $126 million, respectively. All periods included the benefits from tax-exempt income, tax-advantaged investments, general business credits, investments in qualified affordable housing projects, and capital losses. The effective tax rates for the 2020 second quarter, 2019 second quarter, and 2020 first quarter were 17.2%, 14.6%, and 17.0%, respectively. The effective tax rates for the six-month periods ended June 30, 2020 and June 30, 2019 were 17.2% and 14.8%, respectively. The variance between the 2020 second quarter compared to the 2019 second quarter, and the six month period ended June 30, 2020 compared to the six month period ended June 30, 2019 in the provision for income taxes and effective tax rates relates primarily to lower pre-tax income and the impact of stock-based compensation. The net federal deferred tax liability was $222 million and the net state deferred tax asset was $33 million at June 30, 2020.
We file income tax returns with the IRS and various state and city jurisdictions. Federal income tax audits have been completed for tax years through 2009. Certain proposed adjustments resulting from the IRS examination of our 2010 through 2011 tax returns have been settled, subject to final approval by the Joint Committee on Taxation of the U.S. Congress. While the statute of limitations remains open for tax years 2012 through 2018, the IRS has advised that tax years 2012 through 2014 will not be audited and is currently examining the federal income tax returns for 2015 through 2017. Various state and other jurisdictions remain open to examination, including Ohio, Kentucky, Indiana, Michigan, Pennsylvania, West Virginia, and Illinois.
RISK MANAGEMENT AND CAPITAL
We use a multi-faceted approach to risk governance. It begins with the Board of Directors defining our risk appetite as aggregate moderate-to-low. Risk awareness, identification and assessment, reporting, and active management are key elements in overall risk management. Controls include, among others, effective segregation of duties, access, authorization and reconciliation procedures, as well as staff education and a disciplined assessment process.
We believe that our primary risk exposures are credit, market, liquidity, operational and compliance. More information on risk can be found in the Risk Factors section included in Item 1A of our 2019 Form 10-K and subsequent filings with the SEC. The MD&A included in our 2019 Form 10-K should be read in conjunction with this MD&A as this discussion provides only material updates to the Form 10-K. This MD&A should also be read in conjunction with the Unaudited Condensed Consolidated Financial Statements, Notes to Unaudited Condensed Consolidated Financial Statements, and other information contained in this report. Our definition, philosophy, and approach to risk management have not materially changed from the discussion presented in the 2019 Form 10-K.
Credit Risk
Credit risk is the risk of financial loss if a counterparty is not able to meet the agreed upon terms of the financial obligation. The majority of our credit risk is associated with lending activities, as the acceptance and management of credit risk is central to profitable lending. We also have credit risk associated with our investment securities portfolios (see Note 3Investment Securities and Other Securities” of the Notes to the Unaudited Condensed Consolidated Financial Statements). We engage with other financial counterparties for a variety of purposes including investing, asset and liability management, mortgage banking, and trading activities. A variety of derivative financial instruments, principally interest rate swaps, caps, floors, and collars, are used in asset and liability management activities to protect against the risk of adverse price or interest rate movements. Huntington also uses derivatives, principally loan sale commitments, in hedging its mortgage loan interest rate lock commitments and its mortgage loans held for sale. While there is credit risk associated with derivative activity, we believe this exposure is minimal.

18 Huntington Bancshares Incorporated


We focus on the early identification, monitoring, and management of all aspects of our credit risk. In addition to the traditional credit risk mitigation strategies of credit policies and processes, market risk management activities, and portfolio diversification, we use quantitative measurement capabilities utilizing external data sources, enhanced modeling technology, and internal stress testing processes. Our ongoing expansion of portfolio management resources demonstrates our commitment to maintaining an aggregate moderate-to-low risk profile. In our efforts to identify risk mitigation techniques, we have focused on product design features, origination policies, and solutions for delinquent or stressed borrowers.
We have assessed the impact of COVID-19 on our loan portfolio, as we would with any natural disaster or significant economic decline.  Huntington responded to customers with offers of payment deferrals, suspended repossessions and foreclosures, and elimination of late fees.  We believe that these decisions are appropriate due to the widespread impact economic conditions had on both commercial and consumer borrowers.  The longer term impact of our response is dependent upon a number of variables, including the continuation of the re-opening of the economy and impacts resulting from continued elevated unemployment that could lead to increased delinquencies, defaults, and foreclosures in our consumer portfolio. Additionally, increased credit deterioration will lead to elevated default rates in our industries highly impacted by COVID-19. As of June 1, 2020, Huntington re-initiated our automobile and RV and marine repossession process, while mortgage foreclosure actions remain suspended.
The table below summarizes our deferral activity at June 30, 2020 under our COVID-19-related forbearance and other customer accommodation programs that are guided by the CARES Act.
Table 9 - Loan and Lease Portfolio Deferrals
 
 
 
 
 
 
 
 
June 30, 2020
 
 
Deferred
 
Outstandings
(dollar amounts in millions)
 
# of Loans
 
Portfolio
Deferred
%
Commercial:
 
 
 
 
 
 
Commercial and industrial
 
5,584

 
$
34,879

$
3,186

9
%
Commercial real estate:
 
 
 
 
 
 
Construction
 
27

 
1,200

90

8
%
Commercial
 
536

 
5,979

1,719

29
%
Commercial real estate
 
563

 
7,179

1,809

25
%
Total commercial
 
6,147

 
42,058

4,995

12
%
Consumer:
 
 
 
 
 
 
Automobile
 
21,984

 
12,678

426

3
%
Home equity
 
3,321

 
8,866

267

3
%
Residential mortgage
 
3,322

 
11,621

1,002

9
%
RV and marine
 
2,200

 
3,843

117

3
%
Other consumer
 
1,336

 
1,073

12

1
%
Total consumer
 
32,163

 
38,081

1,824

5
%
Total loans and leases
 
38,310

 
$
80,139

$
6,819

9
%
 
 
 
 
 
 
 
Huntington initiated a customer centric payment deferral plan in mid-March 2020. The response across the consumer portfolios was immediate, with substantial deferral activity across the portfolio in March and April. Our commercial loan deferral activity was predominately in April and May.
We have experienced an overall decline in the level of deferred accounts across the consumer portfolio over the course of the quarter as the deferrals began to expire. The post deferral performance to date for the automobile, RV and marine, and home equity portfolios has been consistent with our expectations. We have not experienced sufficient post deferral performance to date within the residential mortgage portfolio to make any meaningful conclusions, as these deferrals have the longest timeframes, extending out as far as 180 days. Our customer assistance teams are well positioned to help our consumer customers who have been impacted by the current economic conditions.

2020 2Q Form 10-Q 19



The commercial deferrals were primarily 90 days in length and will begin to expire in the third quarter of 2020. For commercial borrowers requiring additional modifications to existing terms and conditions, expiring deferrals will be replaced with amendments and waivers, to the extent appropriate, as we continue to work with our customers.
Loan and Lease Credit Exposure Mix
Refer to the “Loan and Lease Credit Exposure Mix” section of our 2019 Form 10-K for a brief description of each portfolio segment.
The table below provides the composition of our total loan and lease portfolio: 
Table 10 - Loan and Lease Portfolio Composition
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(dollar amounts in millions)
June 30,
2020
 
March 31,
2020
 
December 31,
2019
 
September 30,
2019
 
June 30,
2019
Commercial:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Commercial and industrial
$
34,879

 
44
%
 
$
32,959

 
42
%
 
$
30,664

 
41
%
 
$
30,394

 
41
%
 
$
30,608

 
41
%
Commercial real estate:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Construction
1,200

 
1

 
1,180

 
2

 
1,123

 
1

 
1,157

 
2

 
1,146

 
1

Commercial
5,979

 
7

 
5,793

 
7

 
5,551

 
7

 
5,698

 
8

 
5,742

 
8

Commercial real estate
7,179

 
8

 
6,973

 
9

 
6,674

 
8

 
6,855

 
10

 
6,888

 
9

Total commercial
42,058

 
52

 
39,932

 
51

 
37,338

 
49

 
37,249

 
51

 
37,496

 
50

Consumer:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Automobile
12,678

 
16

 
12,907

 
17

 
12,797

 
17

 
12,292

 
15

 
12,173

 
16

Home equity
8,866

 
11

 
9,010

 
11

 
9,093

 
12

 
9,300

 
12

 
9,419

 
12

Residential mortgage
11,621

 
15

 
11,398

 
15

 
11,376

 
15

 
11,247

 
15

 
11,182

 
15

RV and marine
3,843

 
5

 
3,643

 
5

 
3,563

 
5

 
3,553

 
5

 
3,492

 
5

Other consumer
1,073

 
1

 
1,145

 
1

 
1,237

 
2

 
1,251

 
2

 
1,271

 
2

Total consumer
38,081

 
48

 
38,103

 
49

 
38,066

 
51

 
37,643

 
49

 
37,537

 
50

Total loans and leases
$
80,139

 
100
%
 
$
78,035

 
100
%
 
$
75,404

 
100
%
 
$
74,892

 
100
%
 
$
75,033

 
100
%
Our loan portfolio is composed of a managed mix of consumer and commercial credits. At the corporate level, we manage the overall credit exposure and portfolio composition via a credit concentration policy. The policy designates specific loan types, collateral types, and loan structures to be formally tracked and assigned maximum exposure limits as a percentage of capital. C&I lending by NAICS categories, specific limits for CRE project types, loans secured by residential real estate, large dollar exposures, and designated high risk loan definitions represent examples of specifically tracked components of our concentration management process. There are no identified concentrations that exceed the assigned exposure limit. Our concentration management policy is approved by the ROC of the Board of Directors and is one of the strategies used to ensure a high quality, well diversified portfolio that is consistent with our overall objective of maintaining an aggregate moderate-to-low risk profile. Changes to existing concentration limits, incorporating specific information relating to the potential impact on the overall portfolio composition and performance metrics, require the approval of the ROC prior to implementation.
Commercial Credit
Refer to the “Commercial Credit” section of our 2019 Form 10-K for our commercial credit underwriting and on-going credit management processes.
Consumer Credit
Refer to the “Consumer Credit” section of our 2019 Form 10-K for our consumer credit underwriting and on-going credit management processes.

20 Huntington Bancshares Incorporated


The table below provides our total loan and lease portfolio segregated by industry type. The changes in the industry composition from December 31, 2019 are consistent with the portfolio growth metrics.
Table 11 - Loan and Lease Portfolio by Industry Type
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(dollar amounts in millions)
June 30,
2020
 
March 31,
2020
 
December 31,
2019
 
September 30,
2019
 
June 30,
2019
Commercial loans and leases:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Real estate and rental and leasing
$
7,117

 
9
%
 
$
6,991

 
9
%
 
$
6,662

 
9
%
 
$
6,826

 
9
%
 
$
6,983

 
9
%
Manufacturing
6,147

 
8

 
5,846

 
7

 
5,248

 
7

 
5,141

 
7

 
5,329

 
7

Retail trade (1)
5,053

 
6

 
5,886

 
8

 
5,239

 
7

 
5,031

 
7

 
5,161

 
7

Health care and social assistance
3,534

 
4

 
2,815

 
4

 
2,498

 
3

 
2,604

 
3

 
2,497

 
3

Finance and insurance
3,345

 
4

 
3,670

 
5

 
3,307

 
4

 
3,308

 
4

 
3,473

 
5

Accommodation and food services
2,877

 
4

 
2,081

 
3

 
2,072

 
3

 
2,008

 
3

 
1,868

 
2

Wholesale trade
2,352

 
3

 
2,555

 
3

 
2,437

 
3

 
2,449

 
3

 
2,604

 
3

Professional, scientific, and technical services
2,177

 
3

 
1,615

 
2

 
1,360

 
2

 
1,347

 
2

 
1,336

 
2

Other services
1,510

 
2

 
1,358

 
2

 
1,310

 
2

 
1,324

 
2

 
1,360

 
2

Construction
1,492

 
2

 
962

 
1

 
900

 
1

 
973

 
1

 
892

 
1

Transportation and warehousing
1,338

 
2

 
1,211

 
2

 
1,207

 
2

 
1,242

 
2

 
1,240

 
2

Mining, quarrying, and oil and gas extraction
930

 
1

 
1,162

 
1

 
1,304

 
2

 
1,375

 
2

 
1,310

 
2

Admin./Support/Waste Mgmt. and Remediation Services
916

 
1

 
693

 
1

 
731

 
1

 
687

 
1

 
681

 
1

Information
759

 
1

 
728

 
1

 
649

 
1

 
619

 
1

 
527

 
1

Arts, entertainment, and recreation
732

 
1

 
694

 
1

 
690

 
1

 
654

 
1

 
617

 
1

Utilities
573

 
1

 
629

 
1

 
546

 
1

 
419

 
1

 
445

 
1

Educational services
559

 

 
465

 

 
463

 

 
467

 
1

 
481

 
1

Public administration
302

 

 
259

 

 
261

 

 
237

 

 
247

 

Agriculture, forestry, fishing and hunting
140

 

 
141

 

 
154

 

 
172

 

 
174

 

Management of companies and enterprises
115

 

 
104

 

 
105

 

 
112

 

 
103

 

Unclassified/Other
90

 

 
67

 

 
195

 

 
254

 
1

 
168

 

Total commercial loans and leases by industry category
42,058

 
52

 
39,932

 
51

 
37,338

 
49

 
37,249

 
51

 
37,496

 
50

Automobile
12,678

 
16

 
12,907

 
17

 
12,797

 
17

 
12,292

 
15

 
12,173

 
16

Residential mortgage
11,621

 
15

 
11,398

 
15

 
11,376

 
15

 
11,247

 
15

 
11,182

 
15

Home Equity
8,866

 
11

 
9,010

 
11

 
9,093

 
12

 
9,300

 
12

 
9,419

 
12

RV and marine
3,843

 
5

 
3,643

 
5

 
3,563

 
5

 
3,553

 
5

 
3,492

 
5

Other consumer loans
1,073

 
1

 
1,145

 
1

 
1,237

 
2

 
1,251

 
2

 
1,271

 
2

Total loans and leases
$
80,139

 
100
%
 
$
78,035

 
100
%
 
$
75,404

 
100
%
 
$
74,892

 
100
%
 
$
75,033

 
100
%
(1)
Amounts include $2.8 billion, $4.0 billion, $3.7 billion, $3.5 billion and $3.6 billion of auto dealer services loans at June 30, 2020, March 31, 2020, December 31, 2019, September 30, 2019 and June 30, 2019, respectively.
Credit Quality
(This section should be read in conjunction with Note 4Loans / Leases” and Note 5Allowance for Credit Losses” of the Notes to Unaudited Condensed Consolidated Financial Statements.)
We believe the most meaningful way to assess overall credit quality performance is through an analysis of specific performance ratios. This approach forms the basis of the discussion in the sections immediately following: NPAs, NALs, TDRs, ACL, and NCOs. In addition, we utilize delinquency rates, risk distribution and migration patterns, product segmentation, and origination trends in the analysis of our credit quality performance.

2020 2Q Form 10-Q 21



Credit quality performance in the 2020 second quarter reflected total NCOs as a percent of average loans, annualized, of 0.54%, a decrease from 0.62% in the prior quarter. Total NCOs were $107 million, a decrease of $10 million from the prior quarter, primarily driven by a $7 million or 21% decrease in Consumer NCOs. NPAs increased from the prior quarter by $127 million, driven predominately by additions from the oil and gas portfolio. NPAs to total loans and leases increased to 0.89%.
NPAs, NALs, AND TDRs
(This section should be read in conjunction with Note 4Loans / Leases” and Note 5Allowance for Credit Losses” of the Notes to Unaudited Condensed Consolidated Financial Statements and “Credit Quality” section of our 2019 Form 10-K.)
NPAs and NALs
Commercial loans are placed on nonaccrual status at 90-days past due, or earlier if repayment of principal and interest is in doubt. Of the $513 million of commercial related NALs at June 30, 2020, $389 million, or 76%, represented loans that were less than 30-days past due, demonstrating our continued commitment to proactive credit risk management. With the exception of residential mortgage loans guaranteed by government organizations which continue to accrue interest, first lien loans secured by residential mortgage collateral are placed on nonaccrual status at 150-days past due. Junior-lien home equity loans are placed on nonaccrual status at the earlier of 120-days past due or when the related first-lien loan has been identified as nonaccrual. Automobile, RV and marine, and other consumer loans are generally fully charged-off at 120-days past due.
When loans are placed on nonaccrual, accrued interest income is reversed with current year accruals charged to interest income and prior year amounts generally charged-off as a credit loss. When, in our judgment, the borrower’s ability to make required interest and principal payments has resumed and collectability is no longer in doubt, the loan or lease could be returned to accrual status.
The following table reflects period-end NALs and NPAs detail for each of the last five quarters:
Table 12 - Nonaccrual Loans and Leases and Nonperforming Assets (1)
 
 
 
 
 
 
 
 
 
 
(dollar amounts in millions)
June 30,
2020
 
March 31,
2020
 
December 31,
2019
 
September 30,
2019
 
June 30,
2019
Nonaccrual loans and leases (NALs):
 
 
 
 
 
 
 
 
 
Commercial and industrial
$
485

 
$
396

 
$
323

 
$
291

 
$
281

Commercial real estate
28

 
30

 
10

 
12

 
17

Automobile
8

 
6

 
4

 
5

 
4

Home equity
59

 
58

 
59

 
60

 
60

Residential mortgage
66

 
66

 
71

 
69

 
62

RV and marine
2

 
2

 
1

 
1

 
1

Other consumer

 

 

 

 

Total nonaccrual loans and leases
648

 
558

 
468

 
438

 
425

Other real estate, net:
 
 
 
 
 
 
 
 
 
Residential
5

 
8

 
9

 
10

 
10

Commercial
2

 
2

 
2

 
2

 
4

Total other real estate, net
7

 
10

 
11

 
12

 
14

Other NPAs (2)
58

 
18

 
19

 
32

 
21

Total nonperforming assets
$
713

 
$
586

 
$
498

 
$
482

 
$
460

 
 
 
 
 
 
 
 
 
 
Nonaccrual loans and leases as a % of total loans and leases
0.81
%
 
0.72
%
 
0.62
%
 
0.58
%
 
0.57
%
NPA ratio (3)
0.89

 
0.75

 
0.66

 
0.64

 
0.61

 
(1)
Generally excludes loans that were under payment deferral or granted other assistance, including amendments or waivers of financial covenants in response to the COVID-19 pandemic.
(2)    Other nonperforming assets include certain impaired investment securities and/or nonaccrual loans held-for-sale.
(3)    Nonperforming assets divided by the sum of loans and leases, other real estate owned, and other NPAs.

22 Huntington Bancshares Incorporated


2020 Second Quarter versus 2019 Fourth Quarter.
Total NPAs increased $215 million, or 43%, compared with December 31, 2019, driven by a significant increase related to oil and gas loans.
TDR Loans
(This section should be read in conjunction with Note 4Loans / Leases” of the Notes to Unaudited Condensed Consolidated Financial Statements and TDR Loans section of our 2019 Form 10-K.)
On March 22, 2020 and April 7, 2020, the federal bank regulatory agencies including the FRB and OCC released statements encouraging financial institutions to work prudently with borrowers that may be unable to meet their contractual obligations because of the effects of COVID-19.  The statements go on to explain that, in consultation with the FASB staff, the federal bank regulatory agencies concluded that short-term modifications (e.g. six months) made on a good faith basis to borrowers who were current as of the implementation date of a relief program are not TDRs.  Section 4013 of the CARES Act further addresses COVID-19 related modifications and specifies that COVID-19 related modifications on loans that were current as of December 31, 2019 are not TDRs. 
For COVID-19 related loan modifications which occurred from March 1, 2020 through June 30,2020, and met the loan modification criteria under the CARES Act, Huntington elected to suspend TDR accounting for such loan modifications. For loan modifications not eligible for the CARES Act, Huntington applied the interagency regulatory guidance that was clarified on April 7, 2020. Accordingly, insignificant concessions (related to the current COVID- 19 crisis) granted through payment deferrals, fee waivers, or other short-term modifications (generally 6 months or less) and provided to borrowers less than 30 days past due at March 17, 2020 were not be deemed to be TDRs. Therefore, modified loans that met the required guidelines for relief are excluded from the TDR disclosures below.
Over the past five quarters, over 75% of the total TDR balance remains accruing as borrowers continue to make their monthly payments, resulting in no identified credit losses. As of June 30, 2020, over 83% of the $438 million of accruing TDRs secured by residential real estate (residential mortgage and home equity in Table 13) are current on their required payments, with over 57% of the accruing pool having had no delinquency in the past 12 months. There is limited migration from the accruing to non-accruing components, and virtually all of the charge-offs come from the non-accruing TDR balances.

2020 2Q Form 10-Q 23



The table below presents our accruing and nonaccruing TDRs at period-end for each of the past five quarters:
Table 13 - Accruing and Nonaccruing Troubled Debt Restructured Loans
 
 
 
 
 
 
 
 
 
 
(dollar amounts in millions)
June 30,
2020
 
March 31,
2020
 
December 31,
2019
 
September 30,
2019
 
June 30,
2019
TDRs—accruing:
 
 
 
 
 
 
 
 
 
Commercial and industrial
$
192

 
$
219

 
$
213

 
$
225

 
$
245

Commercial real estate
35

 
37

 
37

 
40

 
48

Automobile
52

 
42

 
40

 
39

 
37

Home equity
209

 
219

 
226

 
233

 
241

Residential mortgage
229

 
227

 
223

 
221

 
221

RV and marine
6

 
3

 
3

 
3

 
2

Other consumer
10

 
11

 
11

 
10

 
10

Total TDRs—accruing
733

 
758

 
753

 
771

 
804

TDRs—nonaccruing:
 
 
 
 
 
 
 
 
 
Commercial and industrial
169

 
119

 
109

 
84

 
88

Commercial real estate
3

 
4

 
6

 
6

 
6

Automobile
2

 
2

 
2

 
3

 
3

Home equity
26

 
25

 
26

 
26

 
26

Residential mortgage
43

 
42

 
42

 
44

 
43

RV and marine
1

 
2

 
1

 
1

 
1

Other consumer

 

 

 

 

Total TDRs—nonaccruing
244

 
194

 
186

 
164

 
167

Total TDRs
$
977

 
$
952

 
$
939

 
$
935

 
$
971

Overall TDRs increased slightly in the quarter, but have remained relatively consistent over the past five quarters. Huntington continues to proactively work with our borrowing relationships that require assistance. The resulting loan structures enable our borrowers to meet their commitments and Huntington to retain earning assets. The accruing TDRs meet the well secured definition and have demonstrated a period of satisfactory payment performance.
ACL
(This section should be read in conjunction with Note 5Allowance for Credit Losses” of the Notes to Unaudited Condensed Consolidated Financial Statements.)
Our total credit reserve is comprised of two different components, both of which in our judgment are appropriate to absorb lifetime expected credit losses in our loan and lease portfolio: the ALLL and the AULC. Combined, these reserves comprise the total ACL.
Effective January 1, 2020, Huntington adopted ASU 2016-13 Financial Instruments - Credit Losses (ASC Topic 326): Measurement of Credit Losses on Financial Instruments. Upon adoption of ASU 2016-13, Huntington implemented new credit loss models within our loan and lease portfolio. These models incorporate historical loss experience, as well as current and future economic conditions over a reasonable and supportable period beyond the balance sheet date. We make various judgments combined with historical loss experience to generate a loss rate that is applied to the outstanding loan or receivable balance to produce a reserve for expected credit losses.
We use a combination of statistically-based models that utilize assumptions about current and future economic conditions throughout the contractual life of the loan. The process of estimating expected credit losses is based on several key parameters: Probability of Default (PD), Exposure at Default (EAD), and Loss Given Default (LGD). Beyond the reasonable and supportable period (two to three years), the economic variables revert to a historical equilibrium at a pace dependent on the state of the economy reflected within the economic scenario.
These three parameters are utilized to estimate the cumulative credit losses over the remaining expected life of the loan. We also consider the likelihood a previously charged-off account will be recovered. This calculation is

24 Huntington Bancshares Incorporated


dependent on how long ago the account was charged-off and future economic conditions, which estimate the likelihood and magnitude of recovery. Our models are developed using internal historical loss experience covering the full economic cycle and consider the impact of account characteristics on expected losses.
Future economic conditions consider multiple macroeconomic scenarios provided to us by an independent third party and are reviewed through the appropriate committee governance channels discussed below. These macroeconomic scenarios contain certain geography based variables that are influential to our modeling process, including GDP, unemployment rates, interest rates, and housing prices. The probability weights assigned to each scenario are generally expected to be consistent from period to period. Any changes in probability weights must be supported by appropriate documentation and approval of senior management. Additionally, we consider whether to adjust the modeled estimates to address possible limitations within the models or factors not captured within the economic scenarios. Lifetime losses for most of our loans and receivables are evaluated collectively based on similar risk characteristics, risk ratings, origination credit bureau scores, delinquency status, remaining months within loan agreements, among other factors.
The macroeconomic scenarios evaluated by Huntington during the second quarter reflect the estimated impact of the COVID-19 pandemic. The economic outlook meaningfully deteriorated from the prior quarter. This included unemployment, a key variable consumed by our models in our loss estimation process. The baseline scenario unemployment level peaked at 15% from 9% in the prior quarter. This unemployment variable is consumed within our models as both a rate of change and level variable. Historically, increases in unemployment have taken a more gradual path resulting in a more measured impact each quarter.
The uncertainty related to the COVID-19 pandemic prompted management to continue to assess the macroeconomic environment through the end of the quarter. Management considered multiple macro-economic forecasts that reflected a range of possible outcomes in order to capture the severity of and economic disruption associated with the pandemic. While we have incorporated our estimated impact of COVID-19 into our allowance for credit losses, the ultimate impact of COVID-19 is still uncertain, including how long economic activities will be impacted and what effect the unprecedented levels of government fiscal and monetary actions will have on the economy and our credit losses.
Given significant COVID-19 specific government relief programs and potential stimulus packages, as well as certain limitations in our models in the current economic environment particularly the level of unemployment, management developed additional analytics to support adjustments to our modeled results.
The executive level committee responsible for the governance process around the appropriateness of scenarios, reviewed the macroeconomic scenarios provided for the quarter by the independent third party vendor. Given the fundamental uncertainty surrounding the economic outlook, along with uncertainty surrounding the probability weightings associated with the scenarios given limited back-testing of scenarios within a COVID environment, the committee decided to utilize a singular baseline economic scenario to derive its transactional reserve, along with qualitative reserves to generate the second quarter allowance. This approach allowed management to assess an explicit scenario in its evaluation of the allowance adequacy and appropriateness for the quarter.
Our ACL development methodology committee is responsible for governance of the methodology, assumptions and estimates used in the calculation, as well as determining the appropriateness of the ACL. The ALLL represents the estimate of lifetime expected losses in the loan and lease portfolio at the reported date. The loss modeling process uses an EAD concept to calculate total expected losses on both funded balances and unfunded commitments, where appropriate. Losses related to the unfunded commitments are then recorded as AULC within other liabilities in the Unaudited Condensed Consolidated Balance Sheet. A liability for expected credit losses for off-balance sheet credit exposures is recognized if Huntington has a present contractual obligation to extend the credit and the obligation is not unconditionally cancelable.
Huntington adopted ASC Topic 326 using the modified retrospective method for all financial assets in scope of the standard. Results for reporting periods beginning after January 1, 2020 are presented under ASC Topic 326, while prior period amounts continue to be reported in accordance with previously applicable GAAP. Upon adoption, Huntington recorded an increase to the ACL of $393 million and a corresponding decrease to retained earnings of approximately $306 million, net of tax of $87 million. The overall increase to the ACL at January 1, 2020 was comprised of a $180 million increase in the commercial ALLL, a $211 million increase in the consumer

2020 2Q Form 10-Q 25



ALLL, and a $2 million increase to the AULC. The increase in the commercial portfolio was largely attributable to adjustments to cover heightened risks of future deterioration in the oil and gas and leveraged lending portfolios. The increase in the consumer portfolio was largely attributable to the longer asset duration associated with many of these products.
The table below reflects the allocation of our ALLL among our various loan categories during each of the past five quarters: 
Table 14 - Allocation of Allowance for Credit Losses (1)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(dollar amounts in millions)
June 30,
2020
 
March 31,
2020
 
December 31,
2019
 
September 30,
2019
 
June 30,
2019
ALLL
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Commercial
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Commercial and industrial
$
923

 
44
%
 
$
837

 
42
%
 
$
469

 
41
%
 
$
441

 
41
%
 
$
455

 
41
%
Commercial real estate
246

 
8

 
159

 
9

 
83

 
8

 
120

 
10

 
105

 
9

Total commercial
1,169

 
52

 
996

 
51

 
552

 
49

 
561

 
51

 
560

 
50

Consumer
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Automobile
177

 
16

 
148

 
17

 
57

 
17

 
54

 
15

 
53

 
16

Home equity
105

 
11

 
120

 
11

 
50

 
12

 
47

 
12

 
47

 
12

Residential mortgage
44

 
15

 
53

 
15

 
23

 
15

 
22

 
15

 
22

 
15

RV and marine
125

 
5

 
97

 
5

 
21

 
5

 
20

 
5

 
18

 
5

Other consumer
82

 
1

 
90

 
1

 
80

 
2

 
79

 
2

 
74

 
2

Total consumer
533

 
48

 
508

 
49

 
231

 
51

 
222

 
49

 
214

 
50

Total ALLL
1,702

 
100
%
 
1,504

 
100
%
 
783

 
100
%
 
783

 
100
%
 
774

 
100
%
AULC
119

 
 
 
99

 
 
 
104

 
 
 
101

 
 
 
101

 
 
Total ACL
$
1,821

 
 
 
$
1,603

 
 
 
$
887

 
 
 
$
884

 
 
 
$
875

 
 
Total ALLL as a % of
Total loans and leases
 
 
2.12%
 
 
 
1.93%
 
 
 
1.04%
 
 
 
1.04%
 
 
 
1.03%
Nonaccrual loans and leases
 
 
263
 
 
 
270
 
 
 
167
 
 
 
178
 
 
 
182
NPAs
 
 
239
 
 
 
257
 
 
 
157
 
 
 
163
 
 
 
168
Total ACL as % of
Total loans and leases
 
 
2.27%
 
 
 
2.05%
 
 
 
1.18%
 
 
 
1.18%
 
 
 
1.17%
Nonaccrual loans and leases
 
 
281
 
 
 
287
 
 
 
190
 
 
 
201
 
 
 
206
NPAs
 
 
255
 
 
 
273
 
 
 
178
 
 
 
184
 
 
 
190
(1)
Percentages represent the percentage of each loan and lease category to total loans and leases.
2020 Second Quarter versus 2019 Fourth Quarter
At June 30, 2020, the ALLL was $1,702 million, an increase of $919 million compared to the December 31, 2019 balance of $783 million. Of the increase, $528 million relates primarily to the deteriorating economic outlook resulting from the COVID-19 pandemic, with the remaining $391 million related to transition to the CECL lifetime loss methodology. Of the $528 million increase, $395 million relates to the ongoing economic uncertainty and a $133 million increase in specific reserves. The majority of the increase was related to the commercial portfolio. The ALLL to total loans and leases ratio increased 108 basis points to 2.12%
As referenced above, the implementation of CECL resulted in a January 1 adoption impact of $391 million. The ACL to total loans ratio was 2.27% at June 30, 2020, and 1.18% at December 31, 2019. This increase is reflective of the transition to the CECL lifetime loss methodology, the deteriorating economic outlook resulting from the COVID-19 pandemic and increased specific reserves, almost exclusively against the oil and gas portfolio.

26 Huntington Bancshares Incorporated


NCOs
A loan in any portfolio may be charged-off prior to the policies described below if a loss confirming event has occurred. Loss confirming events include, but are not limited to, bankruptcy (unsecured), continued delinquency, foreclosure, or receipt of an asset valuation indicating a collateral deficiency where that asset is the sole source of repayment. Additionally, discharged, collateral dependent non-reaffirmed debt in Chapter 7 bankruptcy filings will result in a charge-off to estimated collateral value, less anticipated selling costs at the time of discharge.
Commercial loans are either charged-off or written down to net realizable value by 90-days past due with the exception of administrative small ticket lease delinquencies. Automobile loans, RV and marine, and other consumer loans are generally fully charged-off at 120-days past due. First-lien and junior-lien home equity loans are charged-off to the estimated fair value of the collateral, less anticipated selling costs, at 150-days past due and 120-days past due, respectively. Residential mortgages are charged-off to the estimated fair value of the collateral, less anticipated selling costs, at 150-days past due. The remaining balance is in delinquent status until a modification can be completed, or the loan goes through the foreclosure process.

2020 2Q Form 10-Q 27



Table 15 - Quarterly Net Charge-off Analysis (1)
 
Three Months Ended
 
June 30,
 
March 31,
 
June 30,
(dollar amounts in millions)
2020
 
2020
 
2019
Net charge-offs (recoveries) by loan and lease type:
Commercial:
 
 
 
 
 
Commercial and industrial
$
80

 
$
84

 
$
21

Commercial real estate:
 
 
 
 
 
Construction
1

 

 
(1
)
Commercial
(1
)
 
(1
)
 
(2
)
Commercial real estate

 
(1
)
 
(3
)
Total commercial
80

 
83

 
18

Consumer:
 
 
 
 
 
Automobile
10

 
7

 
5

Home equity

 
5

 
2

Residential mortgage

 
1

 
1

RV and marine
4

 
2

 
2

Other consumer
13

 
19

 
20

Total consumer
27

 
34

 
30

Total net charge-offs
$
107

 
$
117

 
$
48

 
 
 
 
 
 
Net charge-offs (recoveries) - annualized percentages:
Commercial:
 
 
 
 
 
Commercial and industrial
0.90
 %
 
1.09
 %
 
0.27
 %
Commercial real estate:
 
 
 
 
 
Construction
(0.01
)
 
0.08

 
(0.08
)
Commercial
(0.03
)
 
(0.06
)
 
(0.12
)
Commercial real estate
(0.03
)
 
(0.03
)
 
(0.12
)
Total commercial
0.75

 
0.89

 
0.20

Consumer:
 
 
 
 
 
Automobile
0.31

 
0.22

 
0.17

Home equity
0.08

 
0.19

 
0.07

Residential mortgage
0.02

 
0.02

 
0.05

RV and marine
0.37

 
0.27

 
0.25

Other consumer
4.80

 
6.45

 
6.02

Total consumer
0.30

 
0.35

 
0.31

Net charge-offs as a % of average loans
0.54
 %
 
0.62
 %
 
0.25
 %
(1)
As a result of the COVID-19 pandemic, Huntington suspended repossession for most of 2020 second quarter and foreclosures remain suspended. Additionally, loans in a payment deferral program which are performing according to their modified terms are generally not considered delinquent. While there were some changes to the charge-off process, we continued to accurately reflect the loss content associated with loans considered delinquent.
In assessing NCO trends, it is helpful to understand the process of how commercial loans are treated as they deteriorate over time. The ALLL is established consistent with the level of risk associated with the commercial portfolio’s original underwriting. As a part of our normal portfolio management process for commercial loans, loans within the portfolio are periodically reviewed, and with improvement or deterioration in the risk rating, there is a corresponding movement in allowance levels (assuming an unchanged economic outlook).  For TDRs and loans with unique risk characteristics, a specific reserve is established based on the discounted projected cash flows or collateral value of the specific loan. Charge-offs, if necessary, are generally recognized in a period after the specific ALLL is established. Consumer loans are treated in much the same manner as commercial loans, with increasing reserve factors applied based on the risk characteristics of the loan coupled with the economic conditions forecasted over the life of the loan. Specific reserves are not identified for consumer loans, except for TDRs. In summary, if loan quality deteriorates, or the likelihood of worsening economic conditions increases, the typical credit sequence would be periods of reserve building, followed by periods of higher NCOs as the previously established ALLL is utilized. Additionally, an increase in the ALLL either precedes or is in conjunction with increases

28 Huntington Bancshares Incorporated


in NALs. When a commercial loan is classified as NAL, it is evaluated for specific ALLL or charge-off. As a result, an increase in NALs does not necessarily result in an increase in the ALLL or an expectation of higher future NCOs.
2020 Second Quarter versus 2020 First Quarter
NCOs were an annualized 0.54% of average loans and leases in the current quarter, decreasing from 0.62% in the 2020 first quarter, and within our average through-the-cycle target range of 0.35% - 0.55%. Annualized NCOs for the commercial portfolios were 0.75% in the current quarter compared to 0.89% in the 2020 first quarter. The commercial NCOs continue to be centered in our oil and gas portfolio. Consumer charge-offs were slightly lower for the quarter, primarily driven by seasonality trends across the consumer portfolio, consistent with our expectations. Given the level of NCOs we have experienced on an overall portfolio basis, we would expect to see continued elevated NCOs.
 
 
 
 
Table 16 - Year to Date Net Charge-off Analysis (1)
 
Six Months Ended June 30,
(dollar amounts in millions)
2020
 
2019
Net charge-offs (recoveries) by loan and lease type:
 
 
 
Commercial:
 
 
 
Commercial and industrial
$
164

 
$
52

Commercial real estate:
 
 
 
Construction
1

 
(1
)
Commercial
(2
)
 

Commercial real estate
(1
)
 
(1
)
Total commercial
163

 
51

Consumer:
 
 
 
Automobile
17

 
15

Home equity
5

 
5

Residential mortgage
1

 
4

RV and marine
6

 
5

Other consumer
32

 
39

Total consumer
61

 
68

Total net charge-offs
$
224

 
$
119

 
 
 
 
Net charge-offs (recoveries) - annualized percentages:
 
 
 
Commercial:
 
 
 
Commercial and industrial
0.99
 %
 
0.34
 %
Commercial real estate:
 
 
 
Construction
0.04

 
(0.09
)
Commercial
(0.04
)
 

Commercial real estate
(0.03
)
 
(0.02
)
Total commercial
0.81

 
0.27

Consumer:
 
 
 
Automobile
0.26

 
0.24

Home equity
0.14

 
0.10

Residential mortgage
0.02

 
0.08

RV and marine
0.32

 
0.32

Other consumer
5.66

 
6.08

Total consumer
0.33

 
0.36

Net charge-offs as a % of average loans
0.58
 %
 
0.32
 %
(1)
As a result of the COVID-19 pandemic, Huntington suspended repossession for most of 2020 second quarter and foreclosures remain suspended. Additionally, loans in a payment deferral program which are performing according to their modified terms are generally not considered delinquent. While there were some changes to the charge-off process, we continued to accurately reflect the loss content associated with loans considered delinquent.

2020 2Q Form 10-Q 29




2020 First Six Months versus 2019 First Six Months
NCOs increased $105 million in the first six-month period of 2020 to $224 million. The increase was driven by commercial NCOs which was centered in our oil and gas portfolio.
Market Risk
(This section should be read in conjunction with the “Market Risk” section of our 2019 Form 10-K for our on-going market risk management processes.)
Market risk refers to potential losses arising from changes in interest rates, foreign exchange rates, equity prices and commodity prices, including the correlation among these factors and their volatility. When the value of an instrument is tied to such external factors, the holder faces market risk. We are primarily exposed to interest rate risk as a result of offering a wide array of financial products to our customers and secondarily to price risk from trading securities, securities owned by our broker-dealer subsidiaries, foreign exchange positions, equity investments, and investments in securities backed by mortgage loans.
Huntington measures market risk exposure via financial simulation models, which provide management with insights on the potential impact to net interest income and other key metrics as a result of changes in market interest rates. Models are used to simulate cash flows and accrual characteristics of the balance sheet based on assumptions regarding the slope or shape of the yield curve, the direction and volatility of interest rates, and the changing composition and characteristics of the balance sheet resulting from strategic objectives and customer behavior. Assumptions and models provide insight on forecasted balance sheet growth and composition, and the pricing and maturity characteristics of current and future business.
In measuring the financial risks associated with interest rate sensitivity in Huntington’s balance sheet, Huntington compares a set of alternative interest rate scenarios to the results of a base case scenario derived using market forward rates. The market forward reflects the market consensus regarding the future level and slope of the yield curve across a range of tenor points. The standard set of interest rate scenarios includes two types: “shock” scenarios which are instantaneous parallel rate shifts, and “ramp” scenarios where the parallel shift is applied gradually over the first 12 months of the forecast on a pro rata basis. Measures of Net Interest Income at Risk follow ramp scenarios, and measures of Economic Value of Equity follows shock scenarios. In both shock and ramp scenarios with falling rates, Huntington presumes that market rates cannot go below 0%. The scenarios are inclusive of all interest rate risk hedging activities. Forward starting hedges are included to the extent that they have been transacted and that they start within the measurement horizon.
Table 17 - Net Interest Income at Risk
 
Net Interest Income at Risk (%)
Basis point change scenario
-25

 
+100

 
+200

Board policy limits
NA

 
-2.0
 %
 
-4.0
 %
June 30, 2020
-0.6
 %
 
2.3
 %
 
4.2
 %
December 31, 2019
0.1
 %
 
1.0
 %
 
2.3
 %
The NII at Risk results included in the table above reflect the analysis used monthly by management. It models gradual -25, +100 and +200 basis point parallel shifts in market interest rates, implied by the forward yield curve over the next twelve months.
With rates having fallen materially in the first half of 2020, the down 100 basis point scenario would result in market rates reaching floored values which can produce a distorted view of interest rate risk metrics.  Management is now using the down 25 basis point scenario, which is more meaningful in the current market rate environment than the down 100 basis point scenario.  Management does consider additional scenarios with forecasted negative market rates which would result in margin deterioration.
The increase in sensitivity was driven by the impact of lower forecast rates on non-maturity deposits resulting in slower balance runoff, and higher securities prepayments in the implied forward scenario, providing more opportunity for higher reinvestment rates in up rate environments.

30 Huntington Bancshares Incorporated


Our NII at Risk is within our Board of Directors’ policy limits for the +100 and +200 basis point scenarios. There is no Board policy limit for the down 25 basis point scenario. The NII at Risk shows that our balance sheet is asset sensitive at both June 30, 2020, and December 31, 2019.
Table 18 - Economic Value of Equity at Risk
 
Economic Value of Equity at Risk (%)
Basis point change scenario
-25

 
+100

 
+200

Board policy limits
NA

 
-6.0
 %
 
-12.0
 %
June 30, 2020
-1.5
 %
 
6.2
 %
 
7.6
 %
December 31, 2019
 %
 
-3.1
 %
 
-9.1
 %
The EVE results included in the table above reflect the analysis used monthly by management. It models immediate -25, +100 and +200 basis point parallel shifts in market interest rates.
With rates having fallen materially in the first half of 2020, the down 100 basis point scenario would result in market rates reaching floored values which can produce a distorted view of interest rate risk metrics.  Management is now using the down 25 basis point scenario, which is more meaningful in the current market rate environment than the down 100 basis point scenario. Management does consider additional scenarios with forecasted negative market rates which would result in margin deterioration.
We are within our Board of Directors’ policy limits for the +100 and +200 basis point scenarios.  There is no board policy limit for the down 25 basis point scenario. The EVE depicts an asset sensitive balance sheet profile. The change in sensitivity was driven primarily by lower interest rates slowing deposit runoff and to a lesser extent, expected securities portfolio runoff.
Use of Derivatives to Manage Interest Rate Risk
An integral component of our interest rate risk management strategy is use of derivative instruments to minimize significant fluctuations in earnings caused by changes in market interest rates. Examples of derivative instruments that we may use as part of our interest rate risk management strategy include interest rate swaps, interest rate floors, forward contracts, and forward starting interest rate swaps.
Table 19 shows all swap and floor positions that are utilized for purposes of managing our exposures to the variability of interest rates. These positions are used to convert the contractual interest rate index of agreed-upon amounts of assets and liabilities (i.e., notional amounts) to another interest rate index or to hedge forecasted transactions for the variability in cash flows attributable to the contractually specified interest rate. The volume, maturity and mix of portfolio swaps change frequently as we adjust our broader interest rate risk management objectives and the balance sheet positions to be hedged. For further information, including the notional amount and fair values of these derivatives, refer to Note 13Derivative Financial Instruments” of the Notes to Unaudited Condensed Consolidated Financial Statements.

2020 2Q Form 10-Q 31



The following table presents additional information about the interest rate swaps and floors used in Huntington’s asset and liability management activities at June 30, 2020 and December 31, 2019.
Table 19 - Weighted-Average Maturity, Receive Rate and LIBOR Reset Rate on Qualifying Hedging Instruments
 
June 30, 2020
 
 
 
 Average Maturity (years)
 
 
 
Weighted-Average
Fixed Rate
 
Weighted-Average
LIBOR Reset Rate
(dollar amounts in millions)
Notional Value
 
 
Fair Value
 
 
Asset conversion swaps
 
 
 
 
 
 
 
 
 
Receive Fixed - 1 month LIBOR
$
6,525

 
2.53

 
$
288

 
1.81
%
 
0.18
%
Receive Fixed - 1 month LIBOR - forward starting (a)
750

 
3.79

 
24

 
1.24

 

Receive Variable - 1 month LIBOR (b)
2,950

 
1.90

 
(1
)
 
0.14

 
0.19

Liability conversion swaps
 
 
 
 
 
 
 
 
 
Receive Fixed - 1 month LIBOR
5,704

 
2.47

 
336

 
2.29

 
0.18

Receive Fixed - 3 month LIBOR
1,790

 
0.51

 
20

 
1.81

 
0.33

Total swap portfolio at June 30, 2020
$
17,719

 
 
 
$
667

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
June 30, 2020
 
 
 
 Average Maturity (years)
 
 
 
Weighted-Average
Floor Strike
 
Weighted-Average
LIBOR Reset Rate
(dollar amounts in millions)
Notional Value
 
 
Fair Value
 
 
Interest rate floors
 
 
 
 
 
 
 
 
 
Purchased Interest Rate Floors - 1 month LIBOR
$
7,200

 
0.87

 
$
118

 
1.81
%
 
0.18
%
Floor Spread - 1 month LIBOR
1,400

 
2.63

 
31

 
1.96 / 1.14

 
0.18

Floor Spread - 1 month LIBOR - forward starting (c)
2,500

 
4.22

 
73

 
1.65 / 0.70

 

Total floors portfolio at June 30, 2020
$
11,100

 


 
$
222

 
 
 


 
 
 
 
 
 
 
 
 
 
 
December 31, 2019
 
 
 
 Average Maturity (years)
 
 
 
Weighted-Average
Fixed Rate
 
Weighted-Average
LIBOR Reset Rate
(dollar amounts in millions)
Notional Value
 
 
Fair Value
 
 
Asset conversion swaps
 
 
 
 
 
 
 
 
 
Receive Fixed - 1 month LIBOR
$
5,387

 
2.87

 
$
51

 
1.89
%
 
1.73%

Receive Fixed - 1 month LIBOR - forward starting (d)
3,250

 
4.02

 
(28
)
 
1.32

 

Liability conversion swaps
 
 
 
 
 
 
 
 
 
Receive Fixed - 1 month LIBOR
5,250

 
2.97

 
146

 
2.37

 
1.72

Receive Fixed - 3 month LIBOR
2,290

 
0.84

 
5

 
1.80

 
1.94

Total swap portfolio at December 31, 2019
$
16,177

 


 
$
174

 


 


 
 
 
 
 
 
 
 
 
 
 
December 31, 2019
 
 
 
 Average Maturity (years)
 
 
 
Weighted-Average
Floor Strike
 
Weighted-Average
LIBOR Reset Rate
(dollar amounts in millions)
Notional Value
 
 
Fair Value
 
 
Interest rate floors
 
 
 
 
 
 
 
 
 
Purchased Interest Rate Floors - 1 month LIBOR
$
9,200

 
1.45

 
$
36

 
1.84
%
 
1.54
%
Floor Spread - 1 month LIBOR
400

 
2.74

 
8

 
2.50 / 1.50

 
1.79

Floor Spread - 1 month LIBOR - forward starting (e)
150

 
4.34

 
2

 
1.75 / 1.00

 

Total floors portfolio at December 31, 2019
$
9,750

 


 
$
46

 
 
 


(a)
Forward starting swaps will become effective April 2021.
(b)
Amounts include interest rate swaps as fair value hedges of fixed-rate investment securities using the last-of-layer method.
(c)
Forward starting floors will become effective from March 2021 to June 2021.
(d)
Forward starting swaps will become effective from January 2020 to June 2021.
(e)
Forward starting floors will become effective from March 2021 to June 2021.


32 Huntington Bancshares Incorporated


MSRs
(This section should be read in conjunction with Note 6Mortgage Loan Sales and Servicing Rights” of Notes to the Unaudited Condensed Consolidated Financial Statements.)
On January 1, 2020, Huntington made an irrevocable election to subsequently measure all classes of residential MSRs at fair value in order to eliminate any potential measurement mismatch between our economic hedges and the MSRs. The impact of the irrevocable election was not material.
At June 30, 2020, we had a total of $172 million of capitalized MSRs representing the right to service $23.2 billion in mortgage loans.
MSR fair values are sensitive to movements in interest rates as expected future net servicing income depends on the projected outstanding principal balances of the underlying loans, which can be reduced by prepayments. Prepayments usually increase when mortgage interest rates decline and decrease when mortgage interest rates rise. We also employ hedging strategies to reduce the risk of MSR fair value changes. However, volatile changes in interest rates can diminish the effectiveness of these economic hedges. We report changes in the MSR value net of hedge-related trading activity in the mortgage banking income category of noninterest income.
MSR assets are included in servicing rights and other intangible assets in the Unaudited Condensed Consolidated Financial Statements.
Price Risk
Price risk represents the risk of loss arising from adverse movements in the prices of financial instruments that are carried at fair value and are subject to fair value accounting. We have price risk from trading securities, securities owned by our broker-dealer subsidiaries, foreign exchange positions, derivative instruments, and equity investments. We have established loss limits on the trading portfolio, on the amount of foreign exchange exposure that can be maintained, and on the amount of marketable equity securities that can be held.
Liquidity Risk
(This section should be read in conjunction with the “Liquidity Risk” section of our 2019 Form 10-K for our on-going liquidity risk management processes.)
During the first half of 2020, Huntington heightened its overall liquidity risk management process, including additional communication, monitoring, and reporting, given changes in the economic environment as a result of COVID-19. Overnight funding markets continue to demonstrate ample liquidity with the ability to obtain short-term funding. We continue to closely monitor wholesale funding markets and all government sponsored programs in relation to Huntington’s liquidity position.
Our primary source of liquidity is our core deposit base. Core deposits comprised approximately 96% of total deposits at June 30, 2020. We also have available unused wholesale sources of liquidity, including advances from the FHLB, issuance through dealers in the capital markets, and access to certificates of deposit issued through brokers. Liquidity is further provided by unencumbered, or unpledged, investment securities that totaled $4.7 billion as of June 30, 2020.
Bank Liquidity and Sources of Funding
Our primary sources of funding for the Bank are retail and commercial core deposits. At June 30, 2020, these core deposits funded 75% of total assets (112% of total loans). Other sources of liquidity include non-core deposits, FHLB advances, wholesale debt instruments, and securitizations. Demand deposit overdrafts that have been reclassified as loan balances were $13 million and $25 million at June 30, 2020 and December 31, 2019, respectively.

2020 2Q Form 10-Q 33



The following table reflects deposit composition detail for each of the last five quarters:
Table 20 - Deposit Composition
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
June 30,
 
March 31,
 
December 31,
 
September 30,
 
June 30,
(dollar amounts in millions)
2020
 
2020
 
2019
 
2019
 
2019
By Type:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Demand deposits—noninterest-bearing
$
27,574

 
29
%
 
$
21,039

 
24
%
 
$
20,247

 
25
%
 
$
20,553

 
25
%
 
$
19,383

 
24
%
Demand deposits—interest-bearing
22,961

 
25

 
23,115

 
27

 
20,583

 
25

 
19,976

 
24

 
19,085

 
24

Money market deposits
25,312

 
27

 
25,068

 
29

 
24,726

 
30

 
23,977

 
29

 
23,952

 
30

Savings and other domestic deposits
11,034

 
12

 
9,845

 
11

 
9,549

 
12

 
9,566

 
12

 
9,803

 
12

Core certificates of deposit (1)
2,478

 
3

 
3,599

 
4

 
4,356

 
5

 
5,443

 
7

 
5,703

 
7

Total core deposits:
89,359

 
96

 
82,666

 
95

 
79,461

 
97

 
79,515

 
97

 
77,926

 
97

Other domestic deposits of $250,000 or more
209

 

 
276

 

 
313

 

 
326

 

 
316

 

Brokered deposits and negotiable CDs
4,123

 
4

 
3,888

 
5

 
2,573

 
3

 
2,554

 
3

 
2,640

 
3

Total deposits
$
93,691

 
100
%
 
$
86,830

 
100
%
 
$
82,347

 
100
%
 
$
82,395

 
100
%
 
$
80,882

 
100
%
Total core deposits:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Commercial
$
41,630

 
47
%
 
$
38,064

 
46
%
 
$
34,957

 
44
%
 
$
35,247

 
44
%
 
$
33,371

 
43
%
Consumer
47,729

 
53

 
44,602

 
54

 
44,504

 
56

 
44,268

 
56

 
44,555

 
57

Total core deposits
$
89,359

 
100
%
 
$
82,666

 
100
%
 
$
79,461

 
100
%
 
$
79,515

 
100
%
 
$
77,926

 
100
%
(1)
Includes consumer certificates of deposit of $250,000 or more.
The Bank maintains borrowing capacity at the FHLB and the Federal Reserve Bank Discount Window. The Bank does not consider borrowing capacity from the Federal Reserve Bank Discount Window as a primary source of liquidity. Total loans and securities pledged to the Federal Reserve Discount Window and the FHLB are $56.9 billion and $39.6 billion at June 30, 2020 and December 31, 2019, respectively. Unused borrowing capacity from the FHLB totaled $34.1 billion and $14.3 billion at June 30, 2020 and December 31, 2019, respectively.
To the extent we are unable to obtain sufficient liquidity through core deposits, we may meet our liquidity needs through sources of wholesale funding, asset securitization or sale. Sources of wholesale funding include other domestic deposits of $250,000 or more, brokered deposits and negotiable CDs, short-term borrowings, and long-term debt. At June 30, 2020, total wholesale funding was $14.2 billion, a decrease from $15.3 billion at December 31, 2019. The decrease from year-end primarily relates to a decrease in short-term borrowings, partially offset by an increase in brokered deposits and negotiable CDs.
At June 30, 2020, we believe the Bank has sufficient liquidity to meet its cash flow obligations for the foreseeable future.
Parent Company Liquidity
The parent company’s funding requirements consist primarily of dividends to shareholders, debt service, income taxes, operating expenses, funding of nonbank subsidiaries, repurchases of our stock, and acquisitions. The parent company obtains funding to meet obligations from dividends and interest received from the Bank, interest and dividends received from direct subsidiaries, net taxes collected from subsidiaries included in the federal consolidated tax return, fees for services provided to subsidiaries, and the issuance of debt securities.
During the 2020 second quarter, Huntington issued $500 million of Series F Preferred Stock. See Note 9Shareholders’ Equity” for further information.
At June 30, 2020 and December 31, 2019, the parent company had $4.7 billion and $3.1 billion, respectively, in cash and cash equivalents.
On July 22, 2020, the Board of Directors declared a quarterly common stock cash dividend of $0.15 per common share. The dividend is payable on October 1, 2020, to shareholders of record on September 17, 2020. Based on the current quarterly dividend of $0.15 per common share, cash demands required for common stock dividends are estimated to be approximately $153 million per quarter. On July 22, 2020, the Board of Directors declared a quarterly Series B, Series C, Series D, Series E, and Series F Preferred Stock dividend payable on

34 Huntington Bancshares Incorporated


October 15, 2020 to shareholders of record on October 1, 2020. Cash demands required for Series B are expected to be less than $1 million per quarter. Cash demands required for Series C, Series D, Series E, and Series F are expected to be approximately $2 million, $9 million, $7 million, and $7 million per quarter, respectively.
During the first six months of 2020, the Bank paid preferred and common dividends of $22 million and $989 million, respectively. To meet any additional liquidity needs, the parent company may issue debt or equity securities from time to time.
Off-Balance Sheet Arrangements
In the normal course of business, we enter into various off-balance sheet arrangements. These arrangements include commitments to extend credit, interest rate swaps and floors, financial guarantees contained in standby letters-of-credit issued by the Bank, and commitments by the Bank to sell mortgage loans.
Operational Risk
Operational risk is the risk of loss due to human error, inadequate or failed internal systems and controls, including the use of financial or other quantitative methodologies that may not adequately predict future results; violations of, or noncompliance with, laws, rules, regulations, prescribed practices, or ethical standards; and external influences such as market conditions, fraudulent activities, disasters, failed business contingency plans and security risks. We continuously strive to strengthen our system of internal controls to ensure compliance with laws, rules, and regulations, and to improve the oversight of our operational risk.
We actively monitor cyberattacks such as attempts related to online deception and loss of sensitive customer data. We evaluate internal systems, processes and controls to mitigate loss from cyber-attacks and, to date, have not experienced any material losses. Cybersecurity threats have increased, primarily through COVID-19 themed phishing campaigns.  We are actively monitoring our email gateways for malicious phishing email campaigns.  We have also increased our cybersecurity monitoring activities through the implementation of specific monitoring of remote connections by geography and volume of connections to detect anomalous remote logins, since a significant portion of our workforce is now working remotely. 
Our objective for managing cyber security risk is to avoid or minimize the impacts of external threat events or other efforts to penetrate our systems. We work to achieve this objective by hardening networks and systems against attack, and by diligently managing visibility and monitoring controls within our data and communications environment to recognize events and respond before the attacker has the opportunity to plan and execute on its own goals. To this end we employ a set of defense in-depth strategies, which include efforts to make us less attractive as a target and less vulnerable to threats, while investing in threat analytic capabilities for rapid detection and response. Potential concerns related to cyber security may be escalated to our board-level Technology Committee, as appropriate. As a complement to the overall cyber security risk management, we use a number of internal training methods, both formally through mandatory courses and informally through written communications and other updates. Internal policies and procedures have been implemented to encourage the reporting of potential phishing attacks or other security risks. We also use third-party services to test the effectiveness of our cyber security risk management framework, and any such third parties are required to comply with our policies regarding information security and confidentiality.
To mitigate operational risks, we have an Operational Risk Committee, a Legal, Regulatory, and Compliance Committee, a Funds Movement Committee, and a Third Party Risk Management Committee. The responsibilities of these committees, among other duties, include establishing and maintaining management information systems to monitor material risks and to identify potential concerns, risks, or trends that may have a significant impact and ensuring that recommendations are developed to address the identified issues. In addition, we have a Model Risk Oversight Committee that is responsible for policies and procedures describing how model risk is evaluated and managed and the application of the governance process to implement these practices throughout the enterprise. These committees report any significant findings and recommendations to the Risk Management Committee. Potential concerns may be escalated to our ROC and the Audit Committee, as appropriate. Significant findings or issues are escalated by the Third Party Risk Management Committee to the Technology Committee of the Board, as appropriate.

2020 2Q Form 10-Q 35



The goal of this framework is to implement effective operational risk techniques and strategies; minimize operational, fraud, and legal losses; minimize the impact of inadequately designed models and enhance our overall performance.
Compliance Risk
Financial institutions are subject to many laws, rules, and regulations at both the federal and state levels. These broad-based laws, rules, and regulations include, but are not limited to, expectations relating to anti-money laundering, lending limits, client privacy, fair lending, prohibitions against unfair, deceptive or abusive acts or practices, protections for military members as they enter active duty, and community reinvestment. The volume and complexity of recent regulatory changes have increased our overall compliance risk. As such, we utilize various resources to help ensure expectations are met, including a team of compliance experts dedicated to ensuring our conformance with all applicable laws, rules, and regulations. Our colleagues receive training for several broad-based laws and regulations including, but not limited to, anti-money laundering and customer privacy. Additionally, colleagues engaged in lending activities receive training for laws and regulations related to flood disaster protection, equal credit opportunity, fair lending, and/or other courses related to the extension of credit. We set a high standard of expectation for adherence to compliance management and seek to continuously enhance our performance.
Capital
Both regulatory capital and shareholders’ equity are managed at the Bank and on a consolidated basis. We have an active program for managing capital and maintain a comprehensive process for assessing the Company’s overall capital adequacy. We believe our current levels of both regulatory capital and shareholders’ equity are adequate.
As disclosed in our 2019 Form 10-K, the U.S. federal banking regulatory agencies permitted BHCs and banks to phase-in, for regulatory capital purposes, the day-one impact of the new CECL accounting rule on retained earnings over a period of three years. As part of its response to the impact of COVID-19, on March 31, 2020, the U.S. federal banking regulatory agencies issued an interim final rule that provided the option to temporarily delay certain effects of CECL on regulatory capital for two years, followed by a three-year transition period. The interim final rule allows BHCs and banks to delay for two years 100% of the day-one impact of adopting CECL and 25% of the cumulative change in the reported allowance for credit losses since adopting CECL. Huntington has elected to adopt the interim final rule, which is reflected in the regulatory capital data presented below.

36 Huntington Bancshares Incorporated


The following table presents certain regulatory capital data at both the consolidated and Bank levels for each of the periods presented:
Table 21 - Regulatory Capital Data (1)
 
 
 
 
 
 
 
 
 
 
Basel III
(dollar amounts in millions)
 
 
June 30,
2020
 
March 31,
2020
 
June 30,
2019
Total risk-weighted assets
Consolidated
 
$
87,323

 
$
90,193

 
$
86,332

 
Bank
 
87,061

 
90,016

 
86,410

CET I risk-based capital
Consolidated
 
8,596

 
8,538

 
8,530

 
Bank
 
9,214

 
9,887

 
9,583

Tier 1 risk-based capital
Consolidated
 
10,297

 
9,746

 
9,737

 
Bank
 
10,378

 
10,760

 
10,460

Tier 2 risk-based capital
Consolidated
 
1,790

 
1,746

 
1,602

 
Bank
 
1,446

 
1,481

 
1,296

Total risk-based capital
Consolidated
 
12,087

 
11,492

 
11,339

 
Bank
 
11,824

 
12,241

 
11,756

CET I risk-based capital ratio
Consolidated
 
9.84
%
 
9.47
%
 
9.88
%
 
Bank
 
10.58

 
10.98

 
11.09

Tier 1 risk-based capital ratio
Consolidated
 
11.79

 
10.81

 
11.28

 
Bank
 
11.92

 
11.95

 
12.11

Total risk-based capital ratio
Consolidated
 
13.84

 
12.74

 
13.13

 
Bank
 
13.58

 
13.60

 
13.60

Tier 1 leverage ratio
Consolidated
 
8.86

 
9.01

 
9.24

 
Bank
 
8.95

 
9.98

 
9.93

(1)
The June 30, 2020 and March 31, 2020 capital ratios reflect Huntington's election of a five-year transition to delay for two years the full impact of CECL on regulatory capital, followed by a three-year transition period.
At June 30, 2020, we maintained Basel III capital ratios in excess of the well-capitalized standards established by the FRB. The balance sheet growth was driven predominately by PPP loans and elevated deposits at the Federal Reserve, both of which are 0% risk weighted, and as such did not have a material impact on the regulatory capital ratios. The capital impact of the repurchase of $352 million of common stock over the last four quarters (none in the 2020 second quarter) and cash dividends effectively offset earnings, adjusted for the CECL transition, on a year-over-year basis.  The regulatory Tier 1 risk-based capital and total risk-based capital ratios also reflect the issuance of $500 million of Series F preferred stock in the 2020 second quarter.
Shareholders’ Equity
We generate shareholders’ equity primarily through the retention of earnings, net of dividends and share repurchases. Other potential sources of shareholders’ equity include issuances of common and preferred stock. Our objective is to maintain capital at an amount commensurate with our risk profile and risk tolerance objectives, to meet both regulatory and market expectations, and to provide the flexibility needed for future growth and business opportunities.
Shareholders’ equity totaled $12.3 billion at June 30, 2020, an increase of $519 million or 4% when compared with December 31, 2019 due to the issuance of $500 million of Series F Preferred Stock during second quarter 2020.

On June 25, 2020, we were notified by the FRB that under the severely adverse economic stress scenario in the supervisory stress tests, our modeled capital ratios would continue to exceed the minimum requirements under the FRB's capital adequacy rules. In addition, the FRB notified us that our preliminary stress capital buffer is 2.5%, which is the minimum under the stress capital buffer framework.  Our initial stress capital buffer will be in effect from October 1, 2020, until September 30, 2021, unless the FRB provides us with a revised stress capital buffer in connection with our resubmitted capital plan, as discussed further below. The FRB may, but is not required to, recalculate a large BHC’s stress capital buffer after receiving an updated capital plan.


2020 2Q Form 10-Q 37



The FRB also announced on June 25, 2020 that certain large BHCs, including Huntington, will not be permitted to make share repurchases, subject to certain limited exceptions, during the third quarter of 2020, but will be permitted to make dividend payments in the third quarter subject to limits based on the amount of dividends paid in the second quarter and the bank's average net income for the four preceding quarters.  Our third quarter dividend that was declared by the Board of Directors on July 21, 2020 complies with these limits.  In addition, large BHCs, including Huntington, will be required to resubmit and update their capital plans later this year to reflect ongoing stresses caused by the COVID-19 pandemic.  The FRB will conduct additional analysis each quarter to determine if the restrictions on third quarter capital distributions should be extended to future quarters.
Dividends
We consider disciplined capital management as a key objective, with dividends representing one component. Our strong capital ratios position us to take advantage of additional capital management opportunities.
Share Repurchases
From time to time the Board of Directors authorizes the Company to repurchase shares of our common stock. Although we announce when the Board of Directors authorizes share repurchases, we typically do not give any public notice before we repurchase our shares. Future stock repurchases may be private or open-market repurchases, including block transactions, accelerated or delayed block transactions, forward transactions, and similar transactions. Various factors determine the amount and timing of our share repurchases, including our capital requirements, the number of shares we expect to issue for employee benefit plans and acquisitions, market conditions (including the trading price of our stock), and regulatory and legal considerations.
We do not currently expect to repurchase common shares during the 2020 third quarter; however, the Board has authorized the repurchase of common shares during the 2020 third quarter to offset compensation plan-related share issuances as permitted by the Federal Reserve Board.  We may, at our discretion, repurchase common shares as permitted by this Board authorization.  Purchases of common shares under the authorization may include open market purchases, privately negotiated transactions, and accelerated share repurchase programs.
BUSINESS SEGMENT DISCUSSION
Overview
Our business segments are based on our internally-aligned segment leadership structure, which is how we monitor results and assess performance. We have four major business segments: Consumer and Business Banking, Commercial Banking, Vehicle Finance, and Regional Banking and The Huntington Private Client Group (RBHPCG). The Treasury / Other function includes technology and operations, other unallocated assets, liabilities, revenue, and expense.
Business segment results are determined based upon our management practices, which assigns balance sheet and income statement items to each of the business segments. The process is designed around our organizational and management structure and, accordingly, the results derived are not necessarily comparable with similar information published by other financial institutions.
Revenue Sharing
Revenue is recorded in the business segment responsible for the related product or service. Fee sharing is recorded to allocate portions of such revenue to other business segments involved in selling to or providing service to customers. Results of operations for the business segments reflect these fee sharing allocations.
Expense Allocation
The management process that develops the business segment reporting utilizes various estimates and allocation methodologies to measure the performance of the business segments. Expenses are allocated to business segments using a two-phase approach. The first phase consists of measuring and assigning unit costs (activity-based costs) to activities related to product origination and servicing. These activity-based costs are then extended, based on volumes, with the resulting amount allocated to business segments that own the related products. The second phase consists of the allocation of overhead costs to all four business segments from

38 Huntington Bancshares Incorporated


Treasury / Other. We utilize a full-allocation methodology, where all Treasury / Other expenses, except reported Significant Items, if any, and a small amount of other residual unallocated expenses, are allocated to the four business segments.
Funds Transfer Pricing (FTP)
We use an active and centralized FTP methodology to attribute appropriate net interest income to the business segments. The intent of the FTP methodology is to transfer interest rate risk from the business segments by providing matched duration funding of assets and liabilities. The result is to centralize the financial impact, management, and reporting of interest rate risk in the Treasury / Other function where it can be centrally monitored and managed. The Treasury / Other function charges (credits) an internal cost of funds for assets held in (or pays for funding provided by) each business segment. The FTP rate is based on prevailing market interest rates for comparable duration assets (or liabilities).
Net Income by Business Segment
Net income by business segment for the six-month periods ending June 30, 2020 and June 30, 2019 is presented in the following table:
Table 22 - Net Income by Business Segment
 
Six Months Ended June 30,
(dollar amounts in millions)
2020
 
2019
Consumer and Business Banking
$
165

 
$
342

Commercial Banking
(115
)
 
273

Vehicle Finance
9

 
85

RBHPCG
50

 
61

Treasury / Other
89

 
(39
)
Net income
$
198

 
$
722

Treasury / Other
The Treasury / Other function includes revenue and expense related to assets, liabilities, and equity not directly assigned or allocated to one of the four business segments. Assets include investment securities and bank owned life insurance.
Net interest income includes the impact of administering our investment securities portfolios, the net impact of derivatives used to hedge interest rate sensitivity as well as the financial impact associated with our FTP methodology, as described above. Noninterest income includes miscellaneous fee income not allocated to other business segments, such as bank owned life insurance income and securities and trading asset gains or losses. Noninterest expense includes certain corporate administrative, and other miscellaneous expenses not allocated to other business segments. The provision for income taxes for the business segments is calculated at a statutory 21% tax rate, although our overall effective tax rate is lower.


2020 2Q Form 10-Q 39



Consumer and Business Banking
 
 
 
 
 
 
 
 
Table 23 - Key Performance Indicators for Consumer and Business Banking
 
Six Months Ended June 30,
 
Change
(dollar amounts in millions)
2020
 
2019
 
Amount
 
Percent
Net interest income
$
733

 
$
936

 
$
(203
)
 
(22
)%
Provision for credit losses
114

 
48

 
66

 
138

Noninterest income
430

 
372

 
58

 
16

Noninterest expense
840

 
827

 
13

 
2

Provision for income taxes
44

 
91

 
(47
)
 
(52
)
Net income
$
165

 
$
342

 
$
(177
)
 
(52
)%
Number of employees (average full-time equivalent)
7,871

 
8,124

 
(253
)
 
(3
)%
Total average assets
$
26,815

 
$
25,428

 
$
1,387

 
5

Total average loans/leases
23,486

 
22,195

 
1,291

 
6

Total average deposits
54,077

 
51,454

 
2,623

 
5

Net interest margin
2.69
%
 
3.61
%
 
(0.92
)%
 
(25
)
NCOs
$
56

 
$
61

 
$
(5
)
 
(8
)
NCOs as a % of average loans and leases
0.47
%
 
0.55
%
 
(0.08
)%
 
(15
)
2020 First Six Months versus 2019 First Six Months
Consumer and Business Banking, including Home Lending, reported net income of $165 million in the first six-month period of 2020, a decrease of $177 million, or 52%, compared to the year-ago period. Segment net interest income decreased $203 million, or 22%, due to decreased spread on deposits. The provision for credit losses increased $66 million, or 138% due to the deteriorating economic environment as a result of the COVID-19 pandemic. Noninterest income increased $58 million, or 16%, primarily due to increased mortgage banking income, partially offset by lower service charge income reflecting reduced customer activity and pandemic-related fee waivers. Noninterest expense increased $13 million, or 2%, due to increased personnel and allocated expenses, slightly offset by lower occupancy and equipment expense as a result of branch consolidations and divestitures, along with decreased travel and operational losses.
Home Lending, an operating unit of Consumer and Business Banking, reflects the result of the origination, sale, and servicing of mortgage loans less referral fees and net interest income for mortgage banking products distributed by the retail branch network and other business segments. Home Lending reported net income of $42 million in the first six-month period of 2020, compared with a net loss of $5 million in the year-ago period. Noninterest income increased $89 million, driven primarily by higher salable originations and higher salable spread. Noninterest expense increased $28 million due higher personnel expense as a result of higher origination volumes.


40 Huntington Bancshares Incorporated


Commercial Banking
 
 
 
 
 
 
 
 
Table 24 - Key Performance Indicators for Commercial Banking
 
Six Months Ended June 30,
 
Change
(dollar amounts in millions)
2020
 
2019
 
Amount
 
Percent
Net interest income
$
472

 
$
536

 
$
(64
)
 
(12
)%
Provision for credit losses
523

 
67

 
456

 
681

Noninterest income
170

 
165

 
5

 
3

Noninterest expense
265

 
288

 
(23
)
 
(8
)
Provision for income taxes
(31
)
 
73

 
(104
)
 
(142
)
Net income
$
(115
)
 
$
273

 
$
(388
)
 
(142
)%
Number of employees (average full-time equivalent)
1,281

 
1,327

 
(46
)
 
(3
)%
Total average assets
$
35,535

 
$
33,479

 
$
2,056

 
6

Total average loans/leases
27,706

 
27,257

 
449

 
2

Total average deposits
22,970

 
21,043

 
1,927

 
9

Net interest margin
3.14
%
 
3.62
%
 
(0.48
)%
 
(13
)
NCOs
$
146

 
$
38

 
$
108

 
284

NCOs as a % of average loans and leases
1.06
%
 
0.28
%
 
0.78
 %
 
279

2020 First Six Months versus 2019 First Six Months
Commercial Banking reported a net loss of $115 million in the first six-month period of 2020, a decrease of $388 million, or 142%, compared to the year-ago period. Provision for credit losses increased $456 million, or 681%, due to the deteriorating economic environment as a result of the COVID-19 pandemic, as well as an increase in specific reserves largely driven by the oil and gas portfolio and a $38 million coal-related commercial credit. Segment net interest income decreased $64 million, or 12%, primarily due to a 48 basis point decrease in net interest margin driven by a sharp decline in the benefit of deposits. Noninterest income increased $5 million, or 3%, largely driven by higher capital markets revenue due to increased underwriting activity and higher commodities and customer interest rate derivatives. Noninterest expense decreased $23 million, or 8%, primarily due to personnel expense reflecting a reduction in incentives and a reduction in full-time equivalent employees as well as lower travel and business development expense as a result of COVID-19 related shelter-in-place ordinances.  
Vehicle Finance
 
 
 
 
 
 
 
 
Table 25 - Key Performance Indicators for Vehicle Finance
 
Six Months Ended June 30,
 
Change
(dollar amounts in millions)
2020
 
2019
 
Amount
 
Percent
Net interest income
$
206

 
$
191

 
$
15

 
8
 %
Provision for credit losses
131

 
14

 
117

 
836

Noninterest income
5

 
6

 
(1
)
 
(17
)
Noninterest expense
69

 
75

 
(6
)
 
(8
)
Provision for income taxes
2

 
23

 
(21
)
 
(91
)
Net income
$
9

 
$
85

 
$
(76
)
 
(89
)%
Number of employees (average full-time equivalent)
267

 
268

 
(1
)
 
 %
Total average assets
$
19,941

 
$
19,248

 
$
693

 
4

Total average loans/leases
20,064

 
19,319

 
745

 
4

Total average deposits
506

 
314

 
192

 
61

Net interest margin
2.05
%
 
2.00
%
 
0.05
%
 
3

NCOs
$
23

 
$
20

 
$
3

 
15

NCOs as a % of average loans and leases
0.23
%
 
0.21
%
 
0.02
%
 
10


2020 2Q Form 10-Q 41



2020 First Six Months versus 2019 First Six Months
Vehicle Finance reported net income of $9 million in the first six-month period of 2020, a decrease of $76 million, or 89%, compared to the year-ago period. This decrease is primarily driven by a $117 million increase in the provision for loan losses due to the deteriorating economic environment as a result of the COVID-19 pandemic. Segment net interest income increased $15 million, or 8%, due to a 5 basis point increase in the net interest margin as a result of maintaining our pricing discipline while optimizing loan production volumes. This increase is partially offset by lower fees related to fee waivers and payment relief programs as a result of the COVID-19 pandemic. Average loan balances increased $0.7 billion, or 4%, reflecting strong indirect auto originations over the past 12 months and continued consistent growth in the RV and marine portfolio. Noninterest income decreased $1 million primarily as a result of lower servicing revenue as the underlying serviced loans continue to run off, while noninterest expense decreased $6 million, or 8%, primarily reflecting lower allocated costs.
Regional Banking and The Huntington Private Client Group
 
 
 
 
 
 
 
 
Table 26 - Key Performance Indicators for Regional Banking and The Huntington Private Client Group
 
Six Months Ended June 30,
 
Change
(dollar amounts in millions)
2020
 
2019
 
Amount
 
Percent
Net interest income
$
83

 
$
104

 
$
(21
)
 
(20
)%
Provision for credit losses

 
(3
)
 
3

 
100

Noninterest income
105

 
100

 
5

 
5

Noninterest expense
124

 
130

 
(6
)
 
(5
)
Provision for income taxes
14

 
16

 
(2
)
 
(13
)
Net income
$
50

 
$
61

 
$
(11
)
 
(18
)%
Number of employees (average full-time equivalent)
1,027

 
1,055

 
(28
)
 
(3
)%
Total average assets
$
6,744

 
$
6,289

 
$
455

 
7

Total average loans/leases
6,457

 
5,987

 
470

 
8

Total average deposits
6,333

 
5,930

 
403

 
7

Net interest margin
2.53
%
 
3.44
%
 
(0.91
)%
 
(26
)
NCOs
$

 
$

 
$

 

NCOs as a % of average loans and leases
%
 
%
 
 %
 

Total assets under management (in billions)—eop
$
17.4

 
$
16.5

 
$
0.9

 
5

Total trust assets (in billions)—eop
127.4

 
113.7

 
13.7

 
12

eop - End of Period.
2020 First Six Months versus 2019 First Six Months
RBHPCG reported net income of $50 million in the first six-month period of 2020, a decrease of $11 million, or 18%, compared to the year-ago period. Segment net interest income decreased $21 million, or 20%, due to a 91 basis point decrease in net interest margin, reflecting both lower deposit and loan spreads. Average loans increased $0.5 billion, or 8%, primarily due to residential real estate mortgage loans, while average deposits increased $0.4 billion, or 7%. Noninterest income increased $5 million, or 5%, primarily due to the sale of Retirement Plan Services recordkeeping and administrative services. Noninterest expense decreased $6 million, or 5%, primarily due to lower travel and business development expense.

42 Huntington Bancshares Incorporated


ADDITIONAL DISCLOSURES
Forward-Looking Statements
This report, including MD&A, contains certain forward-looking statements, including, but not limited to, certain plans, expectations, goals, projections, and statements, which are not historical facts and are subject to numerous assumptions, risks, and uncertainties. Statements that do not describe historical or current facts, including statements about beliefs and expectations, are forward-looking statements. Forward-looking statements may be identified by words such as expect, anticipate, believe, intend, estimate, plan, target, goal, or similar expressions, or future or conditional verbs such as will, may, might, should, would, could, or similar variations. The forward-looking statements are intended to be subject to the safe harbor provided by Section 27A of the Securities Act of 1933, Section 21E of the Securities Exchange Act of 1934, and the Private Securities Litigation Reform Act of 1995.
While there is no assurance that any list of risks and uncertainties or risk factors is complete, below are certain factors which could cause actual results to differ materially from those contained or implied in the forward-looking statements: changes in general economic, political, socio-political, or industry conditions; the magnitude and duration of the COVID19 pandemic and its impact on the global economy and financial market conditions and our business, financial condition, liquidity, and results of operations; uncertainty in U.S. fiscal and monetary policy, including the interest rate policies of the Federal Reserve Board; volatility and disruptions in global capital and credit markets; movements in interest rates; reform of LIBOR; competitive pressures on product pricing and services; success, impact, and timing of our business strategies, including market acceptance of any new products or services implementing our “Fair Play” banking philosophy; the nature, extent, timing, and results of governmental actions, examinations, reviews, reforms, regulations, and interpretations, including those related to the Dodd-Frank Wall Street Reform and Consumer Protection Act and the Basel III regulatory capital reforms, as well as those involving the OCC, Federal Reserve, FDIC, and CFPB; and other factors that may affect our future results.
All forward-looking statements speak only as of the date they are made and are based on information available at that time. We do not assume any obligation to update forward-looking statements to reflect circumstances or events that occur after the date the forward-looking statements were made or to reflect the occurrence of unanticipated events except as required by federal securities laws. As forward-looking statements involve significant risks and uncertainties, caution should be exercised against placing undue reliance on such statements.
Non-GAAP Financial Measures
This document contains GAAP financial measures and non-GAAP financial measures 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, can be found herein.
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 percent. We encourage readers to consider the Unaudited Condensed 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,
Tangible equity to tangible assets, and
Tangible common equity to risk-weighted assets using Basel III definitions.

2020 2Q Form 10-Q 43



These 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, these non-regulatory capital ratios disclosed by the Company are considered non-GAAP financial measures.
Because there are no standardized definitions for these 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 Condensed 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.
Risk Factors
More information on risk can be found in Item 1A Risk Factors below and in the Risk Factors section included in Item 1A of our 2019 Form 10-K. Additional information regarding risk factors can also be found in the Risk Management and Capital discussion of this report.
Critical Accounting Policies and Use of Significant Estimates
Our 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 Consolidated Financial Statements. Note 1 of the Notes to Consolidated Financial Statements included in our December 31, 2019 Form 10-K, as supplemented by this report including this MD&A, describes the significant accounting policies we used in our Consolidated Financial Statements.
An accounting estimate requires assumptions and judgments about uncertain matters that could have a material effect on the 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 most significant accounting estimates relate to our ACL, valuation of financial instruments, contingent liabilities, income taxes, and deferred tax assets/liabilities. These significant accounting estimates and their related application are discussed in our December 31, 2019 Form 10-K.
Allowance for Credit Losses
Our ACL at June 30, 2020 represents our current estimate of the lifetime credit losses expected from our loan and lease portfolio and our unfunded loan commitments and letters of credit. Management estimates the allowance for credit losses 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. Key external economic parameters that directly impact our loss modeling framework include forecasted footprint unemployment rates, interest rates, Consumer Confidence Index, FHFA House Pricing Index and Gross Domestic Product.
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. 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 the current COVID-19 pandemic, 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

44 Huntington Bancshares Incorporated


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 current COVID-19 pandemic has and 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 5Allowance for Credit Losses” of the Notes to Unaudited Condensed Consolidated Financial Statements.
Fair Value Measurement
Certain assets and liabilities are measured at fair value on a recurring basis and include trading securities, available-for-sale securities, other securities, loans held for sale, loans held for investment, MSRs and derivative instruments. Assets and liabilities carried at fair value inherently include subjectivity and may require the use of significant assumptions, adjustments and judgment. A significant change in assumptions may result in a significant change in fair value, which in turn, may result in a higher degree of financial statement volatility. Significant adjustments and assumptions used in determining fair value include, but are not limited to, market liquidity and credit quality, where appropriate. Valuations of products using models or other techniques are sensitive to assumptions used for the significant inputs.
A significant portion of our assets and liabilities that are reported at fair value are measured based on quoted market prices or observable market / independent inputs and are classified within levels 1 and 2. Instruments valued using internally developed valuation models and other valuation techniques that use significant unobservable inputs are classified within level 3 of the valuation hierarchy.
At the end of each quarter, we assess the valuation hierarchy for each asset or liability measured. As necessary, assets or liabilities may be transferred within hierarchy levels due to changes in availability of observable market inputs at the measurement date. The fair values measured at each level of the fair value hierarchy, additional discussion regarding fair value measurements, and a brief description of how fair value is determined for categories that have unobservable inputs, can be found in Note 12 Fair Values of Assets and Liabilities” of the Notes to Unaudited Condensed Consolidated Financial Statements.
Goodwill
The emergence of COVID-19 as a global pandemic during the 2020 first quarter has resulted in significant deterioration of the economic environment which has impacted expected earnings. The heightened uncertainty in the economic environment has continued into the 2020 second quarter. As a result, management performed a qualitative assessment of the goodwill balance at June 30, 2020. The result of this assessment indicated it was probable that the fair value of each of our reporting units continues to exceed the respective carrying values and therefore management determined that a full goodwill test was not warranted. Goodwill assessments are highly sensitive to economic projections and the related assumptions and estimates used by management. In the event of a prolonged economic downturn or further deterioration in the economic outlook, continued assessments of our goodwill balance will likely be required in future periods. Any impairment charge would not affect Huntington’s regulatory capital ratios, tangible common equity ratio or liquidity position.
Recent Accounting Pronouncements and Developments
Note 2Accounting Standards Update” of the Notes to Unaudited Condensed Consolidated Financial Statements discusses new accounting pronouncements adopted during 2020 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 Condensed Consolidated Financial Statements.


2020 2Q Form 10-Q 45



Item 1: Financial Statements
Huntington Bancshares Incorporated
Condensed Consolidated Balance Sheets
(Unaudited)
 
June 30,
 
December 31,
(dollar amounts in millions)
2020
 
2019
Assets
 
 
 
Cash and due from banks
$
1,285

 
$
1,045

Interest-bearing deposits at Federal Reserve Bank
5,008

 
125

Interest-bearing deposits in banks
82

 
102

Trading account securities
45

 
99

Available-for-sale securities
13,297

 
14,149

Held-to-maturity securities
9,416

 
9,070

Other securities
438

 
441

Loans held for sale (includes $954 and $781 respectively, measured at fair value)(1)
1,165

 
877

Loans and leases (includes $92 and $81 respectively, measured at fair value)(1)
80,139

 
75,404

Allowance for loan and lease losses
(1,702
)
 
(783
)
Net loans and leases
78,437

 
74,621

Bank owned life insurance
2,560

 
2,542

Premises and equipment
751

 
763

Goodwill
1,990

 
1,990

Servicing rights and other intangible assets
411

 
475

Other assets
3,540

 
2,703

Total assets
$
118,425

 
$
109,002

Liabilities and shareholders’ equity
 
 
 
Liabilities
 
 
 
Deposits
$
93,691

 
$
82,347

Short-term borrowings
146

 
2,606

Long-term debt
9,753

 
9,849

Other liabilities
2,521

 
2,405

Total liabilities
106,111

 
97,207

Commitments and contingencies (Note 15)
 
 
 
Shareholders’ equity
 
 
 
Preferred stock
1,697

 
1,203

Common stock
10

 
10

Capital surplus
8,743

 
8,806

Less treasury shares, at cost
(59
)
 
(56
)
Accumulated other comprehensive gain (loss)
290

 
(256
)
Retained earnings
1,633

 
2,088

Total shareholders’ equity
12,314

 
11,795

Total liabilities and shareholders’ equity
$
118,425

 
$
109,002

Common shares authorized (par value of $0.01)
1,500,000,000

 
1,500,000,000

Common shares outstanding
1,017,309,583

 
1,020,003,482

Treasury shares outstanding
4,999,371

 
4,537,605

Preferred stock, authorized shares
6,617,808

 
6,617,808

Preferred shares outstanding
745,500

 
740,500


(1)
Amounts represent loans for which Huntington has elected the fair value option. See Note 12Fair Values of Assets and Liabilities”.
See Notes to Unaudited Condensed Consolidated Financial Statements

46 Huntington Bancshares Incorporated


Huntington Bancshares Incorporated
 
 
 
 
 
 
 
Condensed Consolidated Statements of Income
 
 
 
 
 
 
 
(Unaudited)
 
 
 
 
 
 
 
 
Three Months Ended
June 30,
 
Six Months Ended
June 30,
(dollar amounts in millions, except per share data, share count in thousands)
2020
 
2019
 
2020
 
2019
Interest and fee income:
 
 
 
 
 
 
 
Loans and leases
$
754

 
$
903

 
$
1,563

 
$
1,804

Available-for-sale securities
 
 
 
 
 
 
 
Taxable
64

 
72

 
141

 
148

Tax-exempt
15

 
21

 
33

 
43

Held-to-maturity securities—taxable
59

 
56

 
117

 
110

Other securities—taxable
1

 
4

 
3

 
10

Other
9

 
12

 
20

 
23

Total interest income
902

 
1,068

 
1,877

 
2,138

Interest expense:
 
 
 
 
 
 
 
Deposits
46

 
150

 
151

 
295

Short-term borrowings
1

 
19

 
13

 
33

Long-term debt
63

 
87

 
131

 
176

Total interest expense
110

 
256

 
295

 
504

Net interest income
792

 
812

 
1,582

 
1,634

Provision for credit losses
327

 
59

 
768

 
126

Net interest income after provision for credit losses
465

 
753

 
814

 
1,508

Service charges on deposit accounts
60

 
92

 
148

 
179

Card and payment processing income
59

 
63

 
117

 
119

Trust and investment management services
45

 
43

 
92

 
87

Mortgage banking income
96

 
34

 
154

 
55

Capital markets fees
31

 
34

 
64

 
56

Insurance income
25

 
23

 
48

 
44

Bank owned life insurance income
17

 
15

 
32

 
31

Gain on sale of loans and leases
8

 
13

 
17

 
26

Net (losses) gains on sales of securities
(1
)
 
(2
)
 
(1
)
 
(2
)
Other noninterest income
51

 
59

 
81

 
98

Total noninterest income
391

 
374

 
752

 
693

Personnel costs
418

 
428

 
814

 
822

Outside data processing and other services
90

 
89

 
175

 
170

Equipment
46

 
40

 
87

 
80

Net occupancy
39

 
38

 
79

 
80

Professional services
11

 
12

 
22

 
24

Amortization of intangibles
10

 
12

 
21

 
25

Marketing
5

 
11

 
14

 
18

Deposit and other insurance expense
9

 
8

 
18

 
16

Other noninterest expense
47

 
62

 
97

 
118

Total noninterest expense
675

 
700

 
1,327

 
1,353

Income before income taxes
181

 
427

 
239

 
848

Provision for income taxes
31

 
63

 
41

 
126

Net income
150

 
364

 
198

 
722

Dividends on preferred shares
19

 
18

 
37

 
37

Net income applicable to common shares
$
131

 
$
346

 
$
161

 
$
685

Average common shares—basic
1,016,259

 
1,044,802

 
1,016,951

 
1,045,899

Average common shares—diluted
1,028,683

 
1,060,280

 
1,031,629

 
1,062,959

Per common share:
 
 
 
 
 
 
 
Net income—basic
$
0.13

 
$
0.33

 
$
0.16

 
$
0.66

Net income—diluted
0.13

 
0.33

 
0.16

 
0.64

 
 
 
 
 
 
 
 
See Notes to Unaudited Condensed Consolidated Financial Statements

2020 2Q Form 10-Q 47



Huntington Bancshares Incorporated
Condensed Consolidated Statements of Comprehensive Income
(Unaudited)
 
Three Months Ended
June 30,
 
Six Months Ended
June 30,
(dollar amounts in millions)
2020
 
2019
 
2020
 
2019
Net income
$
150

 
$
364

 
$
198

 
$
722

Unrealized net gains (losses) on available-for-sale securities arising during the period, net of reclassification for net realized gains and losses
62

 
134

 
235

 
280

Change in fair value related to cash flow hedges
11

 
47

 
319

 
54

Change in accumulated unrealized gains (losses) for pension and other post-retirement obligations
(10
)
 
1

 
(8
)
 
2

Other comprehensive income, net of tax
63

 
182

 
546

 
336

Comprehensive income
$
213

 
$
546

 
$
744

 
$
1,058

See Notes to Unaudited Condensed Consolidated Financial Statements


48 Huntington Bancshares Incorporated


Huntington Bancshares Incorporated
Condensed Consolidated Statements of Changes in Shareholders’ Equity
(Unaudited)
(dollar amounts in millions, share amounts in thousands)
Preferred Stock
 
Common Stock
 
Capital Surplus
 
Treasury Stock
 
Accumulated Other Comprehensive Gain (Loss)
 
Retained Earnings
 
 
Amount
 
Shares
 
Amount
 
 
Shares
 
Amount
 
 
 
Total
Three Months Ended June 30, 2020
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Balance, beginning of period
$
1,203

 
1,018,752

 
$
10

 
$
8,728

 
(4,534
)
 
$
(56
)
 
$
227

 
$
1,657

 
$
11,769

Net income
 
 
 
 
 
 
 
 
 
 
 
 
 
 
150

 
150

Other comprehensive income (loss), net of tax
 
 
 
 
 
 
 
 
 
 
 
 
63

 
 
 
63

Net proceeds from issuance of Preferred Series F Stock
494

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
494

Repurchases of common stock
 
 

 

 

 
 
 
 
 
 
 
 
 

Cash dividends declared:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Common ($0.15 per share)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(155
)
 
(155
)
Preferred Series B ($9.80 per share)
 
 
 
 
 
 
 
 
 
 
 
 
 
 

 

Preferred Series C ($14.69 per share)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(2
)
 
(2
)
Preferred Series D ($15.63 per share)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(10
)
 
(10
)
Preferred Series E ($1.425.00 per share)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(7
)
 
(7
)
Recognition of the fair value of share-based compensation
 
 
 
 
 
 
25

 
 
 
 
 
 
 
 
 
25

Other share-based compensation activity
 
 
3,557

 

 
(10
)
 
 
 
 
 
 
 


 
(10
)
Other
 
 
 
 
 
 
 
 
(465
)
 
(3
)
 


 


 
(3
)
Balance, end of period
$
1,697

 
1,022,309

 
$
10

 
$
8,743

 
(4,999
)
 
$
(59
)
 
$
290

 
$
1,633

 
$
12,314

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended June 30, 2019
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Balance, beginning of period
$
1,203

 
1,050,253

 
$
11

 
$
9,167

 
(3,813
)
 
$
(45
)
 
$
(455
)
 
$
1,551

 
$
11,432

Net income
 
 
 
 
 
 
 
 
 
 
 
 
 
 
364

 
364

Other comprehensive income (loss), net of tax
 
 
 
 
 
 
 
 
 
 
 
 
182

 
 
 
182

Repurchase of common stock
 
 
(11,344
)
 
(1
)
 
(151
)
 
 
 
 
 
 
 
 
 
(152
)
Cash dividends declared:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Common ($0.14 per share)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(148
)
 
(148
)
Preferred Series B ($13.24 per share)
 
 
 
 
 
 
 
 
 
 
 
 
 
 

 

Preferred Series C ($14.69 per share)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(1
)
 
(1
)
Preferred Series D ($15.63 per share)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(10
)
 
(10
)
Preferred Series E ($1,425.00 per share)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(7
)
 
(7
)
Recognition of the fair value of share-based compensation
 
 
 
 
 
 
31

 
 
 
 
 
 
 
 
 
31

Other share-based compensation activity
 
 
3,231

 

 
(17
)
 
 
 
 
 
 
 

 
(17
)
Other
 
 
 
 
 
 
 
 
(486
)
 
(7
)
 

 
1

 
(6
)
Balance, end of period
$
1,203

 
1,042,140

 
$
10

 
$
9,030

 
(4,299
)
 
$
(52
)
 
$
(273
)
 
$
1,750

 
$
11,668

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
See Notes to Unaudited Condensed Consolidated Financial Statements


2020 2Q Form 10-Q 49



 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(dollar amounts in millions, share amounts in thousands)
 
 
Common Stock
 
Capital Surplus
 
Treasury Stock
 
Accumulated Other Comprehensive Gain (Loss)
 
Retained Earnings
 
 
Amount
 
Shares
 
Amount
 
 
Shares
 
Amount
 
 
 
Total
Six Months Ended June 30, 2020
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Balance, beginning of period
$
1,203

 
1,024,541

 
$
10

 
$
8,806

 
(4,537
)
 
$
(56
)
 
$
(256
)
 
$
2,088

 
$
11,795

Cumulative-effect of change in accounting principle for financial instruments - credit losses (ASU 2016-13), net of tax
 
 
 
 
 
 
 
 
 
 
 
 

 
(306
)
 
(306
)
Net income
 
 
 
 
 
 
 
 
 
 
 
 
 
 
198

 
198

Other comprehensive income (loss), net of tax
 
 
 
 
 
 
 
 
 
 
 
 
546

 
 
 
546

Net proceeds from issuance of Preferred Series F Stock
494

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
494

Repurchases of common stock
 
 
(7,088
)
 

 
(88
)
 
 
 
 
 
 
 
 
 
(88
)
Cash dividends declared:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Common ($0.30 per share)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(310
)
 
(310
)
Preferred Series B ($21.13 per share)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(1
)
 
(1
)
Preferred Series C ($29.38 per share)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(3
)
 
(3
)
Preferred Series D ($31.25 per share)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(19
)
 
(19
)
Preferred Series E ($2,850.00 per share)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(14
)
 
(14
)
Recognition of the fair value of share-based compensation
 
 
 
 
 
 
40

 
 
 
 
 
 
 
 
 
40

Other share-based compensation activity
 
 
4,856

 

 
(15
)
 
 
 
 
 
 
 


 
(15
)
Other
 
 
 
 
 
 

 
(462
)
 
(3
)
 


 

 
(3
)
Balance, end of period
$
1,697

 
1,022,309

 
$
10

 
$
8,743

 
(4,999
)
 
$
(59
)
 
$
290

 
$
1,633

 
$
12,314

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Six Months Ended June 30, 2019
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Balance, beginning of period
$
1,203

 
1,050,584

 
$
11

 
$
9,181

 
(3,817
)
 
$
(45
)
 
$
(609
)
 
$
1,361

 
$
11,102

Net income
 
 
 
 
 
 
 
 
 
 
 
 
 
 
722

 
722

Other comprehensive income (loss), net of tax
 
 
 
 
 
 
 
 
 
 
 
 
336

 
 
 
336

Repurchases of common stock
 
 
(13,177
)
 
(1
)
 
(176
)
 
 
 
 
 
 
 
 
 
(177
)
Cash dividends declared:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Common ($0.28 per share)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(297
)
 
(297
)
Preferred Series B ($26.96 per share)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(1
)
 
(1
)
Preferred Series C ($29.38 per share)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(3
)
 
(3
)
Preferred Series D ($31.25 per share)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(19
)
 
(19
)
Preferred Series E ($2,850.00 per share)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(14
)
 
(14
)
Recognition of the fair value of share-based compensation
 
 
 
 
 
 
48

 
 
 
 
 
 
 
 
 
48

Other share-based compensation activity
 
 
4,733

 

 
(23
)
 
 
 
 
 
 
 

 
(23
)
Other
 
 


 


 

 
(482
)
 
(7
)
 
 
 
1

 
(6
)
Balance, end of period
$
1,203

 
1,042,140

 
$
10

 
$
9,030

 
(4,299
)
 
$
(52
)
 
$
(273
)
 
$
1,750

 
$
11,668


50 Huntington Bancshares Incorporated


Huntington Bancshares Incorporated
Condensed Consolidated Statements of Cash Flows
(Unaudited)
 
Six Months Ended June 30,
(dollar amounts in millions)
2020
 
2019
Operating activities
 
Net income
$
198

 
$
722

Adjustments to reconcile net income to net cash provided by (used in) operating activities:
 
Provision for credit losses
768

 
126

Depreciation and amortization
178

 
204

Share-based compensation expense
40

 
48

Deferred income tax (benefit) expense
(66
)
 
29

Net change in:
 
 
 
Trading account securities
54

 
(71
)
Loans held for sale
(181
)
 
(97
)
Other assets
(1,032
)
 
(464
)
Other liabilities
755

 
362

Other, net
(4
)
 
(7
)
Net cash provided by (used in) operating activities
710

 
852

Investing activities
 
Change in interest bearing deposits in banks
(27
)
 
(137
)
Proceeds from:
 
 
 
Maturities and calls of available-for-sale securities
1,947

 
768

Maturities and calls of held-to-maturity securities
1,173

 
380

Maturities and calls of other securities
65

 
127

Sales of available-for-sale securities
390

 
1,546

Purchases of available-for-sale securities
(2,744
)
 
(1,890
)
Purchases of held-to-maturity securities

 
(516
)
Purchases of other securities
(62
)
 
(2
)
Net proceeds from sales of portfolio loans
416

 
430

Principal payments received under direct finance and sales-type leases
346

 
340

Net loan and lease activity, excluding sales and purchases
(5,443
)
 
(807
)
Purchases of premises and equipment
(49
)
 
(51
)
Purchases of loans and leases
(402
)
 
(241
)
Net cash paid for branch disposition

 
(555
)
Other, net
21

 
29

Net cash provided by (used in) investing activities
(4,369
)
 
(579
)
Financing activities
 
 
 
Increase (decrease) in deposits
11,344

 
(3,167
)
(Decrease) increase in short-term borrowings
(2,293
)
 
2,157

Net proceeds from issuance of long-term debt
1,321

 
857

Maturity/redemption of long-term debt
(1,634
)
 
(661
)
Dividends paid on preferred stock
(37
)
 
(37
)
Dividends paid on common stock
(307
)
 
(295
)
Repurchases of common stock
(88
)
 
(177
)
Net proceeds from issuance of preferred stock
494

 

Payments related to tax-withholding for share based compensation awards
(19
)
 
(26
)
Other, net
1

 
2

Net cash provided by (used for) financing activities
8,782

 
(1,347
)
Increase (decrease) in cash and cash equivalents
5,123

 
(1,074
)
Cash and cash equivalents at beginning of period
1,170

 
2,672

Cash and cash equivalents at end of period
$
6,293

 
$
1,598


2020 2Q Form 10-Q 51



 
Six Months Ended June 30,
(dollar amounts in millions)
2020
 
2019
Supplemental disclosures:
 
Interest paid
$
297

 
$
508

Income taxes paid (refunded)
10

 
(19
)
Non-cash activities
 
Loans transferred to held-for-sale from portfolio
589

 
457

Loans transferred to portfolio from held-for-sale
23

 
8

Transfer of loans to OREO
5

 
10

Transfer of securities from available-for-sale to held-to-maturity
1,520

 

See Notes to Unaudited Condensed Consolidated Financial Statements

52 Huntington Bancshares Incorporated


Huntington Bancshares Incorporated
Notes to Unaudited Condensed Consolidated Financial Statements
1. BASIS OF PRESENTATION
The accompanying Unaudited Condensed Consolidated Financial Statements of Huntington reflect all adjustments consisting of normal recurring accruals which are, in the opinion of Management, necessary for a fair statement of the consolidated financial position, the results of operations, and cash flows for the periods presented. These Unaudited Condensed Consolidated Financial Statements have been prepared according to the rules and regulations of the SEC and, therefore, certain information and footnote disclosures normally included in annual financial statements prepared in accordance with GAAP have been omitted. The Notes to Consolidated Financial Statements appearing in Huntington’s 2019 Form 10-K, which include descriptions of significant accounting policies, as updated by the information contained in this report, should be read in conjunction with these interim financial statements.
For statement of cash flow purposes, cash and cash equivalents are defined as the sum of Cash and due from banks and Interest-bearing deposits at Federal Reserve Bank.
In conjunction with applicable accounting standards, all material subsequent events have been either recognized in the Unaudited Condensed Consolidated Financial Statements or disclosed in the Notes to Unaudited Condensed Consolidated Financial Statements. No subsequent events were disclosed for the current period.

2020 2Q Form 10-Q 53



2. ACCOUNTING STANDARDS UPDATE
Accounting standards adopted in current period
Standard
Summary of guidance
Effects on financial statements
ASU 2016-13 - Financial Instruments - Credit Losses.
Issued June 2016
- Eliminates the probable recognition threshold for credit losses on financial assets measured at amortized cost, replacing the current incurred loss framework with an expected credit loss model.

- Requires those financial assets subject to the new guidance to be presented at the net amount expected to be collected (i.e., net of expected credit losses).

- Measurement of expected credit losses should be based on relevant information including historical experience, current conditions, and reasonable and supportable forecasts that affect the collectability of the reported amount.

- The guidance will require additional quantitative and qualitative disclosures related to the credit risk inherent in Huntington’s portfolio and how management monitors the portfolio’s credit quality.
- Management adopted the guidance on January 1, 2020 through a cumulative-effect adjustment to retained earnings and implemented changes to relevant systems, processes, and controls where necessary.

- The adoption of ASU 2016-13 on January 1, 2020 resulted in an increase to our total ACL of $393 million. This represented an increase of 44% from the 2019 year end ACL level of $887 million. For more detail on the day 1 adoption impacts, please refer to Note 5 - Allowance for Credit Losses.

- The ASU eliminated the current accounting model for purchased-credit-impaired loans, but requires an allowance to be recognized for purchased-credit-deteriorated (PCD) assets (those that have experienced more-than-insignificant deterioration in credit quality since origination). Huntington did not have any loans accounted for as PCD upon adoption.

- At adoption, Huntington did not record an allowance with respect to HTM securities as the portfolio consists almost entirely of agency-backed securities that inherently have minimal nonpayment risk.
ASU 2019-04 -
Codification Improvements to Topic 326, Financial Instruments-Credit Losses, Topic 815, Derivatives and Hedging, and Topic 825, Financial Instruments
Issued: April 2019
 - Clarifies various implementation issues related to Recognition and Measurement of Financial Instruments (ASC Topic 825), Current Expected Credit Losses (ASC Topic 326) and Derivatives and Hedging (ASC Topic 815).

 - Provides additional implementation guidance on CECL issues that include, among others, (a) measurement of credit allowance on accrued interest; (b) treatment of credit allowance upon transfers between classifications or categories for loans and debt securities; (c) inclusion of recoveries in determining credit allowance amounts; (d) using projections of rate change for variable rate instruments; (e) vintage disclosures for lines-of-credit; (f) contractual extensions and renewals; (g) consideration of prepayments in calculating effective interest rate; and (h) consideration of costs to sell if the entity intends to sell the collateral when foreclosure is probable.

 - Clarifies for Topic 815, among others, that (a) only interest rate risk may be hedged in a partial-term fair value hedge; (b) amortization of fair value basis adjustment may begin before the fair value hedge is discontinued; (c) hedged AFS securities should be disclosed at amortized cost for disclosures related to hedged assets; and (d) contractually specified interest rate should be considered when applying hypothetical derivative method while assessing hedge effectiveness.

 - Clarifies among others, that (a) using observable price under measurement alternative provided by ASC Topic 321 is a non-recurring fair value measurement and entities should adhere to non-recurring fair value disclosure requirements of Topic 820; and (b) equity securities without readily determinable fair value accounted for under measurement alternative should be remeasured using historical exchange rates.
 - Management adopted the amendments on January 1, 2020.

 - The ASU did not have a material impact on Huntington’s Unaudited Condensed Consolidated Financial Statements.

54 Huntington Bancshares Incorporated


Standard
Summary of guidance
Effects on financial statements
ASU 2019-05 - Financial Instruments - Credit Losses (Topic 326): Targeted Transition Relief
Issued: May 2019
 - Provides entities that have certain instruments within the scope of ASC Subtopic 326-20 with an option to irrevocably elect fair value option, applied on instrument-by-instrument basis. The fair value option does not apply to held-to-maturity debt securities.
 - Management did not elect this option on any eligible instruments when adopting Topic 326 on January 1, 2020.

 - The ASU did not impact Huntington’s Unaudited Condensed Consolidated Financial Statements.
ASU 2019-08 - Compensation - Codification Improvements - Share-based Consideration Payable to a Customer
Issued: November 2019

 - The ASU requires that an entity measure and classify share-based payment awards granted to a customer by applying the guidance in Topic 718.
 - The amount of share-based payment awards should be recorded as a reduction of the transaction price and is required to be measured on the basis of grant-date fair value of the share-based payment awards in accordance with Topic 718.
 - The classification and subsequent measurement of the award are subject to the guidance in Topic 718 unless the share-based payment award is subsequently modified and the grantee is no longer a customer.
 - Management adopted the amendments on January 1, 2020.

 - The ASU did not have a material impact on Huntington’s Unaudited Condensed Consolidated Financial Statements.
ASU 2019-11 - Financial Instruments - Credit Losses (Topic 326): Codification Improvements to Topic 326
Issued: November 2019
 - The ASU clarifies or addresses stakeholders’ specific issues related to ASU 2016-13 as described below:
 - Clarifies that the allowance for purchased financial assets with credit deterioration should include expected recoveries. If a method other than a discounted cash flow method is used to calculate allowance, expected recoveries should not result in an acceleration of the noncredit discount.
 - Provides transition relief by permitting entities an accounting policy election to adjust the effective interest rate on existing TDRs using prepayment assumptions on the date of adoption of Topic 326 rather than the prepayment assumptions in effect immediately before the restructuring.
 - Extends the disclosure relief for accrued interest receivable balances to additional relevant disclosures involving amortized cost basis.
 - Clarifies that an entity should assess whether it reasonably expects the borrower will be able to continually replenish collateral securing the financial asset to apply the practical expedient related to collateral maintenance provision.
 - Management adopted the amendments on January 1, 2020.

 - The ASU did not have a material impact on Huntington’s Unaudited Condensed Consolidated Financial Statements.




2020 2Q Form 10-Q 55



Accounting standards yet to be adopted
Standard
Summary of guidance
Effects on financial statements
ASU 2019-12 - Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes
Issued: December 2019
- The ASU simplifies the accounting for income taxes by removing exceptions to the:
(a) Incremental approach for intraperiod tax allocation when there is a loss from continuing operations and income or a gain from other items;
(b) Requirement to recognize a deferred tax liability for equity method investments when a foreign subsidiary becomes an equity method investment;
(c) Ability not to recognize a deferred tax liability for a foreign subsidiary when a foreign equity method investment becomes a subsidiary; and
(d) General methodology for calculating income taxes in an interim period when a year-to-date loss exceeds the anticipated loss for the year.
 - The ASU also simplifies various other aspects of the accounting for income taxes.


 - The ASU is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2020.
 - Early adoption of the ASU is permitted, including adoption in any interim period for which financial statements have not yet been issued. An entity that elects to early adopt in an interim period should reflect any adjustments as of the beginning of the annual period that includes that interim period.
 - The ASU is not expected to have a material impact on Huntington’s Unaudited Condensed Consolidated Financial Statements.

ASU 2020-04 - Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting
Issued: March 2020

 - The ASU provides optional expedients and exceptions for applying U.S. GAAP to contracts, hedging relationships, and other transactions affected by reference rate reform if certain criteria are met, including the following:

 - Modifications of contracts within the scope of Topics 310, Receivables, and 470, Debt, should be accounted for by prospectively adjusting the effective interest rate.

 - Modifications of contracts within the scope of Topic 842, Leases, should be accounted for as a continuation of the existing contracts with no reassessments of the lease classification and the discount rate.

 - Modifications of contracts do not require an entity to reassess its original conclusion about whether that contract contains an embedded derivative that is clearly and closely related to the economic characteristics and risks of the host contract under Topic 815.

 - The ASU also provides optional expedients for various hedging relationships and do not require de-designation of hedging relationships if certain criteria are met.

 - An entity may make a one time election to sell, transfer, or both sell and transfer debt securities classified as held to maturity that reference a rate affected by reference rate reform and that are classified as held to maturity before January 1, 2020.

 - The ASU is effective for all entities from the beginning of an interim period that includes or is subsequent to March 12, 2020 through December 31, 2022.

 - The ASU is not expected to have a material impact Huntington’s Unaudited Condensed Consolidated Financial Statements.




56 Huntington Bancshares Incorporated


3. INVESTMENT SECURITIES AND OTHER SECURITIES
Debt securities purchased in which Huntington has the intent and ability to hold to their maturity are classified as held-to-maturity securities.  All other debt and equity securities are classified as either available-for-sale or other securities.
The following tables provide amortized cost, fair value, and gross unrealized gains and losses by investment category at June 30, 2020 and December 31, 2019:
 
 
 
Unrealized
 
 
(dollar amounts in millions)
Amortized
Cost
 
Gross
Gains
 
Gross
Losses
 
Fair Value
June 30, 2020
 
 
 
 
 
 
 
Available-for-sale securities:
 
 
 
 
 
 
 
U.S. Treasury
$
8

 
$

 
$

 
$
8

Federal agencies:
 
 
 
 
 
 
 
Residential CMO
4,933

 
185

 

 
5,118

Residential MBS
3,718

 
120

 

 
3,838

Commercial MBS
764

 
24

 

 
788

Other agencies
144

 
3

 

 
147

Total U.S. Treasury, federal agency and other agency securities
9,567

 
332

 

 
9,899

Municipal securities
3,145

 
47

 
(35
)
 
3,157

Private-label CMO
5

 

 

 
5

Asset-backed securities
208

 
3

 

 
211

Corporate debt
22

 

 
(1
)
 
21

Other securities/Sovereign debt
4

 

 

 
4

Total available-for-sale securities
$
12,951

 
$
382

 
$
(36
)
 
$
13,297

 
 
 
 
 
 
 
 
Held-to-maturity securities:
 
 
 
 
 
 
 
Federal agencies:
 
 
 
 
 
 
 
Residential CMO
$
2,151

 
$
106

 
$

 
$
2,257

Residential MBS
3,361

 
120

 

 
3,481

Commercial MBS
3,631

 
202

 

 
3,833

Other agencies
269

 
12

 

 
281

Total federal agency and other agency securities
9,412

 
440

 

 
9,852

Municipal securities
4

 

 

 
4

Total held-to-maturity securities
$
9,416

 
$
440

 
$

 
$
9,856

 
 
 
 
 
 
 
 
Other securities, at cost:
 
 
 
 
 
 
 
Non-marketable equity securities:
 
 
 
 
 
 
 
Federal Home Loan Bank stock
$
84

 
$

 
$

 
$
84

Federal Reserve Bank stock
298

 

 

 
298

Other securities, at fair value
 
 
 
 
 
 
 
Mutual funds
52

 

 

 
52

Marketable equity securities
3

 
1

 

 
4

Total other securities
$
437

 
$
1

 
$

 
$
438



2020 2Q Form 10-Q 57



 
 
 
Unrealized
 
 
(dollar amounts in millions)
Amortized
Cost
 
Gross
Gains
 
Gross
Losses
 
Fair Value
December 31, 2019
 
 
 
 
 
 
 
Available-for-sale securities:
 
 
 
 
 
 
 
U.S. Treasury
$
10

 
$

 
$

 
$
10

Federal agencies:
 
 
 
 
 
 
 
Residential CMO
5,055

 
48

 
(18
)
 
5,085

Residential MBS
4,180

 
45

 
(3
)
 
4,222

Commercial MBS
979

 
1

 
(4
)
 
976

Other agencies
165

 
1

 
(1
)
 
165

Total U.S. Treasury, federal agency and other agency securities
10,389

 
95

 
(26
)
 
10,458

Municipal securities
3,044

 
34

 
(23
)
 
3,055

Private-label CMO
2

 

 

 
2

Asset-backed securities
575

 
6

 
(2
)
 
579

Corporate debt
49

 
2

 

 
51

Other securities/Sovereign debt
4

 

 

 
4

Total available-for-sale securities
$
14,063

 
$
137

 
$
(51
)
 
$
14,149

 
 
 
 
 
 
 
 
Held-to-maturity securities:
 
 
 
 
 
 
 
Federal agencies:
 
 
 
 
 
 
 
Residential CMO
$
2,351

 
$
33

 
$
(3
)
 
$
2,381

Residential MBS
2,463

 
50

 

 
2,513

Commercial MBS
3,959

 
34

 

 
3,993

Other agencies
293

 
2

 

 
295

Total federal agency and other agency securities
9,066

 
119

 
(3
)
 
9,182

Municipal securities
4

 

 

 
4

Total held-to-maturity securities
$
9,070

 
$
119

 
$
(3
)
 
$
9,186

 
 
 
 
 
 
 
 
Other securities, at cost:
 
 
 
 
 
 
 
Non-marketable equity securities:
 
 
 
 
 
 
 
Federal Home Loan Bank stock
$
90

 
$

 
$

 
$
90

Federal Reserve Bank stock
297

 

 

 
297

Other securities, at fair value
 
 
 
 
 
 
 
Mutual funds
53

 

 

 
53

Marketable equity securities
1

 

 

 
1

Total other securities
$
441

 
$

 
$

 
$
441


 

58 Huntington Bancshares Incorporated


The following table provides the amortized cost and fair value of securities by contractual maturity at June 30, 2020 and December 31, 2019. Expected maturities may differ from contractual maturities as issuers may have the right to call or prepay obligations with or without incurring penalties.
 
June 30, 2020
 
December 31, 2019
(dollar amounts in millions)
Amortized
Cost
 
Fair
Value
 
Amortized
Cost
 
Fair
Value
Available-for-sale securities:
 
 
 
 
 
 
 
Under 1 year
$
344

 
$
337

 
$
231

 
$
229

After 1 year through 5 years
1,166

 
1,159

 
1,196

 
1,189

After 5 years through 10 years
1,410

 
1,421

 
1,594

 
1,606

After 10 years
10,031

 
10,380

 
11,042

 
11,125

Total available-for-sale securities
$
12,951

 
$
13,297

 
$
14,063

 
$
14,149

 
 
 
 
 
 
 
 
Held-to-maturity securities:
 
 
 
 
 
 
 
Under 1 year
$

 
$

 
$

 
$

After 1 year through 5 years
141

 
149

 
17

 
17

After 5 years through 10 years
181

 
190

 
300

 
305

After 10 years
9,094

 
9,517

 
8,753

 
8,864

Total held-to-maturity securities
$
9,416

 
$
9,856

 
$
9,070

 
$
9,186


The following tables provide detail on investment securities with unrealized losses aggregated by investment category and the length of time the individual securities have been in a continuous loss position at June 30, 2020 and December 31, 2019:
 
Less than 12 Months
 
Over 12 Months
 
Total
(dollar amounts in millions)
Fair
Value
 
Gross Unrealized
Losses
 
Fair
Value
 
Gross Unrealized
Losses
 
Fair
Value
 
Gross Unrealized
Losses
June 30, 2020
 
 
 
 
 
 
 
 
 
 
 
Available-for-sale securities:
 
 
 
 
 
 
 
 
 
 
 
Federal agencies:
 
 
 
 
 
 
 
 
 
 
 
Residential CMO
$
74

 
$

 
$

 
$

 
$
74

 
$

Residential MBS


 

 

 

 

 

Commercial MBS

 

 

 

 

 

Other agencies

 

 

 

 

 

Total federal agency and other agency securities
74

 

 

 

 
74

 

Municipal securities
428

 
(8
)
 
1,023

 
(27
)
 
1,451

 
(35
)
Asset-backed securities
26

 

 
56

 

 
82

 

Corporate debt
13

 
(1
)
 

 

 
13

 
(1
)
Total temporarily impaired securities
$
541

 
$
(9
)
 
$
1,079

 
$
(27
)
 
$
1,620

 
$
(36
)
 
 
 
 
 
 
 
 
 
 
 
 
Held-to-maturity securities:
 
 
 
 
 
 
 
 
 
 
 
Federal agencies:
 
 
 
 
 
 
 
 
 
 
 
Residential CMO
$

 
$

 
$

 
$

 
$

 
$

Residential MBS

 

 

 

 

 

Commercial MBS

 

 

 

 

 

Other agencies

 

 

 

 

 

Total federal agency and other agency securities

 

 

 

 

 

Municipal securities

 

 

 

 

 

Total temporarily impaired securities
$

 
$

 
$

 
$

 
$

 
$


2020 2Q Form 10-Q 59



 
Less than 12 Months
 
Over 12 Months
 
Total
(dollar amounts in millions)
Fair
Value
 
Gross Unrealized
Losses
 
Fair
Value
 
Gross Unrealized
Losses
 
Fair
Value
 
Gross Unrealized
Losses
December 31, 2019
 
 
 
 
 
 
 
 
 
 
 
Available-for-sale securities:
 
 
 
 
 
 
 
 
 
 
 
Federal agencies:
 
 
 
 
 
 
 
 
 
 
 
Residential CMO
$
1,206

 
$
(10
)
 
$
519

 
$
(8
)
 
$
1,725

 
$
(18
)
Residential MBS
1,169

 
(3
)
 
9

 

 
1,178

 
(3
)
Commercial MBS
472

 
(2
)
 
272

 
(2
)
 
744

 
(4
)
Other agencies
86

 
(1
)
 

 

 
86

 
(1
)
Total federal agency and other agency securities
2,933

 
(16
)
 
800

 
(10
)
 
3,733

 
(26
)
Municipal securities
273

 
(4
)
 
1,204

 
(19
)
 
1,477

 
(23
)
Asset-backed securities
116

 
(1
)
 
37

 
(1
)
 
153

 
(2
)
Corporate debt
1

 

 

 

 
1

 

Total temporarily impaired securities
$
3,323

 
$
(21
)
 
$
2,041

 
$
(30
)
 
$
5,364

 
$
(51
)
 
 
 
 
 
 
 
 
 
 
 
 
Held-to-maturity securities:
 
 
 
 
 
 
 
 
 
 
 
Federal agencies:
 
 
 
 
 
 
 
 
 
 
 
Residential CMO
$
218

 
$
(1
)
 
$
112

 
$
(2
)
 
$
330

 
$
(3
)
Residential MBS
317

 

 

 

 
317

 

Commercial MBS
81

 

 

 

 
81

 

Other agencies
58

 

 

 

 
58

 

Total federal agency and other agency securities
674

 
(1
)
 
112

 
(2
)
 
786

 
(3
)
Municipal securities
4

 

 

 

 
4

 

Total temporarily impaired securities
$
678

 
$
(1
)
 
$
112

 
$
(2
)
 
$
790

 
$
(3
)

During the 2020 first quarter, Huntington transferred $1.5 billion of securities from the AFS portfolio to the HTM portfolio. At the time of the transfer, AOCI included $22 million of unrealized gains attributed to these securities. This gain will be amortized into interest income over the remaining life of the securities.
At June 30, 2020 and December 31, 2019, the carrying value of investment securities pledged to secure public and trust deposits, trading account liabilities, U.S. Treasury demand notes, security repurchase agreements and to support borrowing capacity totaled $18.5 billion and $3.8 billion, respectively. There were no securities of a single issuer, which were not governmental or government-sponsored, that exceeded 10% of shareholders’ equity at either June 30, 2020 or December 31, 2019. At June 30, 2020, all HTM debt securities are considered AAA rated. In addition, there were no HTM debt securities considered past due at June 30, 2020.
Securities Impairment
Based on an evaluation of available information about past events, current conditions, and reasonable and supportable forecasts that are relevant to collectability, Huntington has concluded that it expects to receive all contractual cash flows from each security held in its AFS and HTM debt securities portfolio. As such, no allowance is recorded with respect to securities as of June 30, 2020.


60 Huntington Bancshares Incorporated


4. LOANS / LEASES
Loans and leases which Huntington has the intent and ability to hold for the foreseeable future, or until maturity or payoff, are classified in the Unaudited Condensed Consolidated Balance Sheets as loans and leases. The total balance of unamortized premiums, discounts, fees, and costs, recognized as part of loans and leases, was a net premium of $384 million and $525 million at June 30, 2020 and December 31, 2019, respectively.
Loan and Lease Portfolio Composition
The following table provides a detailed listing of Huntington’s loan and lease portfolio at June 30, 2020 and December 31, 2019.
(dollar amounts in millions)
June 30, 2020
 
December 31, 2019
Loans and leases:
 
 
 
Commercial and industrial
$
34,879

 
$
30,664

Commercial real estate
7,179

 
6,674

Automobile
12,678

 
12,797

Home equity
8,866

 
9,093

Residential mortgage
11,621

 
11,376

RV and marine
3,843

 
3,563

Other consumer
1,073

 
1,237

Loans and leases
$
80,139

 
$
75,404

Allowance for loan and lease losses
(1,702
)
 
(783
)
Net loans and leases
$
78,437

 
$
74,621


Equipment Leases
Huntington leases equipment to customers, and substantially all such arrangements are classified as either sales-type or direct financing leases, which are included in C&I loans. These leases are reported at the aggregate of lease payments receivable and estimated residual values, net of unearned and deferred income, and any initial direct costs incurred to originate these leases.
Huntington assesses net investments in leases (including residual values) for impairment and recognizes any impairment losses in accordance with the impairment guidance for financial instruments. As such, net investments in leases may be reduced by an allowance for credit losses, with changes recognized as provision expense.
The following table presents net investments in lease financing receivables by category at June 30, 2020 and December 31, 2019.
(dollar amounts in millions)
June 30,
2020
 
December 31,
2019
Commercial and industrial:
 
 
 
Lease payments receivable
$
1,762

 
$
1,841

Estimated residual value of leased assets
691

 
728

Gross investment in commercial and industrial lease financing receivables
2,453

 
2,569

Deferred origination costs
19

 
19

Deferred fees
(214
)
 
(249
)
Total net investment in commercial and industrial lease financing receivables
$
2,258

 
$
2,339

The carrying value of residual values guaranteed was $96 million and $95 million as of June 30, 2020 and December 31, 2019, respectively. The future lease rental payments due from customers on sales-type and direct financing leases at June 30, 2020, totaled $1.8 billion and were due as follows: $0.6 billion in 2021, $0.5 billion in 2022, $0.3 billion in 2023, $0.2 billion in 2024, $0.1 billion in 2025, and $0.1 billion thereafter. Interest income recognized for these types of leases was $28 million and $27 million for the three-month periods ended June 30, 2020 and 2019, respectively. For the six-month periods ended June 30, 2020 and 2019, interest income recognized was $55 million and $53 million, respectively.

2020 2Q Form 10-Q 61



Nonaccrual and Past Due Loans
Loans are considered past due when the contractual amounts due with respect to principal and interest are not received within 30 days of the contractual due date. See Note 1 “Significant Accounting Policies” to the Consolidated Financial Statements of the Annual Report on Form 10-K for the year ended December 31, 2019 for a description of the accounting policies related to the NALs.
The following table presents NALs by loan class at June 30, 2020 and December 31, 2019 (1):
 
June 30, 2020
 
December 31, 2019
(dollar amounts in millions)
Nonaccrual loans with no ACL
Total nonaccrual loans
 
Nonaccrual loans with no ACL
Total nonaccrual loans
Commercial and industrial
$
97

$
485

 
$
109

$
323

Commercial real estate
6

28

 
2

10

Automobile

8

 

4

Home equity

59

 

59

Residential mortgage

66

 

71

RV and marine

2

 

1

Other consumer


 


Total nonaccrual loans
$
103

$
648

 
$
111

$
468


(1)
Generally excludes loans that were under payment deferral or granted other assistance, including amendments or waivers of financial covenants in response to the COVID-19 pandemic.
The following table presents an aging analysis of loans and leases, including past due loans and leases, by loan class at June 30, 2020 and December 31, 2019:
 
June 30, 2020
 
 
Past Due (1)(2)
 
 
 
 Loans Accounted for Under FVO
 
Total Loans
and Leases
 
90 or
more days
past due
and accruing
 
(dollar amounts in millions)
30-59
Days
 
60-89
 Days
 
90 or 
more days
 
Total
 
Current
 
 
 
 
Commercial and industrial
$
46

 
$
24

 
$
87

 
$
157

 
$
34,722

 
$

 
$
34,879

 
$
13

(3)
Commercial real estate
3

 
21

 
4

 
28

 
7,151

 

 
7,179

 

 
Automobile
47

 
14

 
14

 
75

 
12,603

 

 
12,678

 
8

 
Home equity
26

 
12

 
48

 
86

 
8,779

 
1

 
8,866

 
10

 
Residential mortgage
75

 
24

 
194

 
293

 
11,237

 
91

 
11,621

 
158

(4)
RV and marine
8

 
3

 
3

 
14

 
3,829

 

 
3,843

 
2

 
Other consumer
6

 
2

 
3

 
11

 
1,062

 

 
1,073

 
3

 
Total loans and leases
$
211

 
$
100

 
$
353

 
$
664

 
$
79,383

 
$
92

 
$
80,139

 
$
194

 

62 Huntington Bancshares Incorporated


 
December 31, 2019
 
 
Past Due (1)
 
 
 
 Loans Accounted for Under FVO
 
Total Loans
and Leases
 
90 or
more days
past due
and accruing
 
(dollar amounts in millions)
30-59
Days
 
60-89
 Days
 
90 or 
more days
 
Total
 
Current
 
 
 
 
Commercial and industrial
$
65

 
$
31

 
$
69

 
$
165

 
$
30,499

 
$

 
$
30,664

 
$
11

(3)
Commercial real estate
3

 
1

 
7

 
11

 
6,663

 

 
6,674

 

 
Automobile
95

 
19

 
11

 
125

 
12,672

 

 
12,797

 
8

 
Home equity
50

 
19

 
51

 
120

 
8,972

 
1

 
9,093

 
14

 
Residential mortgage
103

 
49

 
170

 
322

 
10,974

 
80

 
11,376

 
129

(4)
RV and marine
13

 
4

 
2

 
19

 
3,544

 

 
3,563

 
2

 
Other consumer
13

 
6

 
7

 
26

 
1,211

 

 
1,237

 
7

 
Total loans and leases
$
342

 
$
129

 
$
317

 
$
788

 
$
74,535

 
$
81

 
$
75,404

 
$
171

 
(1)
NALs are included in this aging analysis based on the loan’s past due status.
(2)
At June 30, 2020, the principal balance of loans in payment deferral programs offered in response to the COVID-19 pandemic which are performing according to their modified terms are generally not considered delinquent.
(3)
Amounts include Huntington Technology Finance administrative lease delinquencies.
(4)
Amounts include mortgage loans insured by U.S. government agencies.
Credit Quality Indicators
See Note 4 “Loans / Leases and Allowance for Credit Losses” to the Consolidated Financial Statements of the Annual Report on Form 10-K for the year ended December 31, 2019 for a description of the credit quality indicators Huntington utilizes for monitoring credit quality and for determining an appropriate ACL level.
To facilitate the monitoring of credit quality for commercial loans, and for purposes of determining an appropriate ACL level for these loans, Huntington utilizes the following internally defined categories of credit grades:
Pass - Higher quality loans that do not fit any of the other categories described below.
OLEM - The credit risk may be relatively minor yet represents a risk given certain specific circumstances. If the potential weaknesses are not monitored or mitigated, the loan may weaken or the collateral may be inadequate to protect Huntington’s position in the future. For these reasons, Huntington considers the loans to be potential problem loans.
Substandard - Inadequately protected loans resulting from the borrower’s ability to repay, equity, and/or the collateral pledged to secure the loan. These loans have identified weaknesses that could hinder normal repayment or collection of the debt. It is likely Huntington will sustain some loss if any identified weaknesses are not mitigated.
Doubtful - Loans that have all of the weaknesses inherent in those loans classified as Substandard, with the added elements of the full collection of the loan is improbable and that the possibility of loss is high.
Loans are generally assigned a category of “Pass” rating upon initial approval and subsequently updated as appropriate based on the borrower’s financial performance.
Commercial loans categorized as OLEM, Substandard, or Doubtful are considered Criticized loans. Commercial loans categorized as Substandard or Doubtful are both considered Classified loans.
For all classes within the consumer loan portfolio, loans are assigned pool level PD factors based on the FICO range within which the borrower’s credit bureau score falls. A credit bureau score is a credit score developed by FICO based on data provided by the credit bureaus. The credit bureau score is widely accepted as the standard measure of consumer credit risk used by lenders, regulators, rating agencies, and consumers. The higher the credit bureau score, the higher likelihood of repayment and therefore, an indicator of higher credit quality.
Huntington assesses the risk in the loan portfolio by utilizing numerous risk characteristics. The classifications described above, and also presented in the table below, represent one of those characteristics that are closely monitored in the overall credit risk management processes.

2020 2Q Form 10-Q 63



The following table presents each loan and lease class by vintage and credit quality indicator at June 30, 2020:
 
 
As of June 30, 2020
 
 
Term Loans Amortized Cost Basis by Origination Year
 
Revolver Total at Amortized Cost Basis
 
Revolver Total Converted to Term Loans
 
 
(dollar amounts in millions)
 
2020
 
2019
 
2018
 
2017
 
2016
 
Prior
 
 
 
Total (3)
Commercial and industrial
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Credit Quality Indicator (1):
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Pass
 
$
9,667

 
$
5,916

 
$
3,675

 
$
1,937

 
$
1,236

 
$
1,369

 
$
8,112

 
$
3

 
$
31,915

OLEM
 
348

 
118

 
146

 
59

 
77

 
33

 
268

 

 
1,049

Substandard
 
241

 
187

 
279

 
194

 
91

 
204

 
711

 

 
1,907

Doubtful
 
2

 

 
5

 

 

 
1

 

 

 
8

Total Commercial and industrial
 
$
10,258

 
$
6,221

 
$
4,105

 
$
2,190

 
$
1,404

 
$
1,607

 
$
9,091

 
$
3

 
$
34,879

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Commercial real estate
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Credit Quality Indicator (1):
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Pass
 
$
1,023

 
$
1,616

 
$
1,287

 
$
603

 
$
610

 
$
700

 
$
720

 
$

 
$
6,559

OLEM
 
44

 
140

 
100

 
59

 
23

 
32

 
37

 

 
435

Substandard
 
19

 
30

 
11

 
37

 
56

 
20

 
10

 

 
183

Doubtful
 

 

 

 

 

 
2

 

 

 
2

Total Commercial real estate
 
$
1,086

 
$
1,786

 
$
1,398

 
$
699

 
$
689

 
$
754

 
$
767

 
$

 
$
7,179

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Automobile
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Credit Quality Indicator (2):
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
750+
 
$
1,389

 
$
2,367

 
$
1,442

 
$
1,025

 
$
449

 
$
170

 
$

 
$

 
$
6,842

650-749
 
921

 
1,752

 
1,011

 
551

 
247

 
100

 

 

 
4,582

<650
 
125

 
391

 
327

 
226

 
118

 
67

 

 

 
1,254

Total Automobile
 
$
2,435

 
$
4,510

 
$
2,780

 
$
1,802

 
$
814

 
$
337

 
$

 
$

 
$
12,678

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Home equity
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Credit Quality Indicator (2):
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
750+
 
$
236

 
$
32

 
$
36

 
$
39

 
$
110

 
$
547

 
$
4,511

 
$
193

 
$
5,704

650-749
 
38

 
12

 
10

 
14

 
31

 
198

 
2,130

 
189

 
2,622

<650
 

 
1

 
1

 
1

 
7

 
86

 
329

 
114

 
539

Total Home equity
 
$
274

 
$
45

 
$
47

 
$
54

 
$
148

 
$
831

 
$
6,970

 
$
496

 
$
8,865

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Residential mortgage
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Credit Quality Indicator (2):
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
750+
 
$
1,492

 
$
1,664

 
$
1,236

 
$
1,384

 
$
950

 
$
1,608

 
$

 
$

 
$
8,334

650-749
 
512

 
586

 
418

 
322

 
209

 
565

 

 

 
2,612

<650
 
12

 
35

 
67

 
75

 
58

 
337

 

 

 
584

Total Residential mortgage
 
$
2,016

 
$
2,285

 
$
1,721

 
$
1,781

 
$
1,217

 
$
2,510

 
$

 
$

 
$
11,530

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
RV and marine
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Credit Quality Indicator (2):
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
750+
 
$
562

 
$
585

 
$
682

 
$
386

 
$
174

 
$
300

 
$

 
$

 
$
2,689

650-749
 
131

 
263

 
239

 
165

 
77

 
159

 

 

 
1,034

<650
 
2

 
16

 
25

 
27

 
14

 
36

 

 

 
120

Total RV and marine
 
$
695

 
$
864

 
$
946

 
$
578

 
$
265

 
$
495

 
$

 
$

 
$
3,843

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Other consumer
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Credit Quality Indicator (2):
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
750+
 
$
52

 
$
69

 
$
32

 
$
11

 
$
5

 
$
10

 
$
325

 
$
2

 
$
506

650-749
 
21

 
74

 
25

 
8

 
3

 
5

 
311

 
32

 
479

<650
 
1

 
11

 
4

 
2

 
1

 
1

 
30

 
38

 
88

Total Other consumer
 
$
74

 
$
154

 
$
61

 
$
21

 
$
9

 
$
16

 
$
666

 
$
72

 
$
1,073

(1)
Consistent with the credit quality disclosures, indicators for the Commercial portfolio are based on internally defined categories of credit grades which are generally refreshed at least semi-annually.
(2)
Consistent with the credit quality disclosures, indicators for the Consumer portfolio are based on updated customer credit scores refreshed at least quarterly.
(3)
The total amount of accrued interest recorded for these loans at June 30, 2020, presented in Other assets within the Condensed Consolidated Balance Sheets, was $106 million and $127 million of commercial and consumer, respectively.

64 Huntington Bancshares Incorporated


The following table presents each loan and lease class by credit quality indicator at December 31, 2019.
 
December 31, 2019
(dollar amounts in millions)
Credit Risk Profile by UCS Classification
Commercial
Pass
 
OLEM
 
Substandard
 
Doubtful
 
Total
Commercial and industrial
$
28,477

 
$
634

 
$
1,551

 
$
2

 
$
30,664

Commercial real estate
6,487

 
98

 
88

 
1

 
6,674

 
 
 
 
 
 
 
 
 
 
 
 
 
Credit Risk Profile by FICO Score (1), (2)
Consumer
 
 
750+
 
650-749
 
<650
 
Total
Automobile
 
 
$
6,759

 
$
4,661

 
$
1,377

 
$
12,797

Home equity
 
 
5,763

 
2,772

 
557

 
9,092

Residential mortgage
 
 
7,976

 
2,742

 
578

 
11,296

RV and marine
 
 
2,391

 
1,053

 
119

 
3,563

Other consumer
 
 
546

 
571

 
120

 
1,237

(1)
Excludes loans accounted for under the fair value option.
(2)
Reflects updated customer credit scores.
Collateral-dependent Loans
Certain commercial and consumer loans for which repayment is expected to be provided substantially through the operation or sale of the loan collateral are considered to be collateral-dependent. Commercial collateral-dependent loans are generally secured by business assets and/or commercial real estate. Consumer collateral-dependent loans are primarily secured by residential real estate.
TDR Loans
TDRs are modified loans where a concession was provided to a borrower experiencing financial difficulties. Loan modifications are considered TDRs when the concessions provided would not otherwise be considered. However, not all loan modifications are TDRs. See Note 4 “Loans / Leases and Allowance for Credit Losses” to the Consolidated Financial Statements of the Annual Report on Form 10-K for the year ended December 31, 2019 for an additional discussion of TDRs.
On March 22, 2020 and April 7, 2020, the federal bank regulatory agencies including the FRB and OCC released statements encouraging financial institutions to work prudently with borrowers that may be unable to meet their contractual obligations because of the effects of COVID-19.  The statements go on to explain that, in consultation with the FASB staff, the federal bank regulatory agencies concluded that short-term modifications (e.g. six months) made on a good faith basis to borrowers who were current as of the implementation date of a relief program are not TDRs.  Section 4013 of the CARES Act further addresses COVID-19 related modifications and specifies that COVID-19 related modifications on loans that were current as of December 31, 2019 are not TDRs.
For COVID-19 related loan modifications which occurred from March 1, 2020 through June 30,2020, and met the loan modification criteria under the CARES Act, Huntington elected to suspend TDR accounting for such loan modifications. For loan modifications not eligible for the CARES Act, Huntington applied the interagency regulatory guidance that was clarified on April 7, 2020. Accordingly, insignificant concessions (related to the current COVID- 19 crisis) granted through payment deferrals, fee waivers, or other short-term modifications (generally 6 months or less) and provided to borrowers less than 30 days past due at March 17, 2020 were not be deemed to be TDRs. Therefore, modified loans that met the required guidelines for relief are excluded from the TDR disclosures below.

2020 2Q Form 10-Q 65



The following table presents, by class and modification type, the number of contracts, post-modification outstanding balance, and the financial effects of the modification for the three-month and six-month periods ended June 30, 2020 and 2019.
 
New Troubled Debt Restructurings (1)
 
Three Months Ended June 30, 2020
 
Number of
Contracts
 
Post-modification Outstanding Recorded Investment (2)
(dollar amounts in millions)
 
Interest rate reduction
 
Amortization or maturity date change
 
Chapter 7 bankruptcy
 
Other
 
Total
Commercial and industrial
98

 
$

 
$
26

 
$

 
$
52

 
$
78

Commercial real estate
2

 

 
1

 

 

 
1

Automobile
1,058

 

 
14

 
2

 

 
16

Home equity
63

 

 
2

 
1

 

 
3

Residential mortgage
105

 

 
12

 
2

 

 
14

RV and marine
68

 

 
3

 

 

 
3

Other consumer
142

 
1

 

 

 

 
1

Total new TDRs
1,536

 
$
1

 
$
58

 
$
5

 
$
52

 
$
116

 
 
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended June 30, 2019
 
Number of
Contracts
 
Post-modification Outstanding Recorded Investment (2)
(dollar amounts in millions)
 
Interest rate reduction
 
Amortization or maturity date change
 
Chapter 7 bankruptcy
 
Other
 
Total
Commercial and industrial
101

 
$

 
$
39

 
$

 
$

 
$
39

Commercial real estate
6

 

 
2

 

 

 
2

Automobile
650

 

 
4

 
2

 

 
6

Home equity
68

 

 
2

 
1

 

 
3

Residential mortgage
96

 

 
10

 
1

 

 
11

RV and marine
31

 

 

 
2

 

 
2

Other consumer
343

 
2

 

 

 

 
2

Total new TDRs
1,295

 
$
2

 
$
57

 
$
6

 
$

 
$
65


66 Huntington Bancshares Incorporated


 
 
 
 
 
 
 
 
 
 
 
 
 
New Troubled Debt Restructurings (1)
 
Six Months Ended June 30, 2020
 
Number of
Contracts
 
Post-modification Outstanding Recorded Investment (2)
(dollar amounts in millions)
 
Interest rate reduction
 
Amortization or maturity date change
 
Chapter 7 bankruptcy
 
Other
 
Total
Commercial and industrial
238

 
$

 
$
88

 
$

 
$
58

 
$
146

Commercial real estate
9

 

 
3

 

 

 
3

Automobile
1,856

 

 
20

 
4

 

 
24

Home equity
126

 

 
3

 
3

 

 
6

Residential mortgage
206

 

 
21

 
4

 

 
25

RV and marine finance
96

 

 
4

 

 

 
4

Other consumer
391

 
2

 

 

 

 
2

Total new TDRs
2,922

 
$
2

 
$
139

 
$
11

 
$
58

 
$
210

 
 
 
 
 
 
 
 
 
 
 
 
 
Six Months Ended June 30, 2019
 
Number of
Contracts
 
Post-modification Outstanding Recorded Investment (2)
(dollar amounts in millions)
 
Interest rate reduction
 
Amortization or maturity date change
 
Chapter 7 bankruptcy
 
Other
 
Total
Commercial and industrial
216

 
$

 
$
74

 
$

 
$

 
$
74

Commercial real estate
14

 

 
11

 

 

 
11

Automobile
1,394

 

 
9

 
4

 

 
13

Home equity
172

 

 
5

 
3

 

 
8

Residential mortgage
172

 

 
18

 
1

 

 
19

RV and marine finance
67

 

 

 
1

 

 
1

Other consumer
587

 
3

 

 

 

 
3

Total new TDRs
2,622

 
$
3

 
$
117

 
$
9

 
$

 
$
129

 
 
 
 
 
 
 
 
 
 
 
 
(1)
TDRs may include multiple concessions and the disclosure classifications are based on the primary concession provided to the borrower.
(2)
Post-modification balances approximate pre-modification balances.
The financial effects of modification on the provision (recovery) for loan and lease losses. Amounts for the three-month periods ended June 30, 2020 and 2019, were $1 million and less than $1 million respectively. For the six-month periods ended June 30, 2020 and 2019, the financial effects of modification were $(4) million and $(3) million, respectively.
Pledged Loans and Leases
The Bank has access to the Federal Reserve’s discount window and advances from the FHLB. As of June 30, 2020 and December 31, 2019, these borrowings and advances are secured by $42.8 billion and $39.6 billion, respectively, of loans.
 
 
 
 
 
 
 
 
 
 
 
 


2020 2Q Form 10-Q 67



5. ALLOWANCE FOR CREDIT LOSSES
On January 1, 2020, Huntington adopted ASU 2016-13 Financial Instruments - Credit Losses (ASC Topic 326): Measurement of Credit Losses on Financial Instruments, which replaced the incurred loss methodology with an expected loss methodology that is referred to as the current expected credit loss (“CECL”) methodology. The measurement of expected credit losses under CECL is applicable to financial assets measured at amortized cost, including loan receivables and held-to-maturity debt securities. It also applies to off-balance sheet exposures not accounted for as insurance and net investments in leases accounted for under ASC Topic 842. Additionally, ASC Topic 326 made changes to the accounting for AFS debt securities, including a requirement to present credit losses as an allowance rather than as a write-down on AFS debt securities that management does not intend to sell, or believes will not be required to sell.
Huntington adopted ASC Topic 326 using the modified retrospective method for all financial assets in scope of the standard. Results for reporting periods beginning after January 1, 2020 are presented under ASC Topic 326, while prior period amounts continue to be reported in accordance with previously applicable GAAP. Upon adoption, Huntington recorded an increase to the ACL of $393 million and a corresponding decrease to retained earnings of approximately $306 million, net of tax of $87 million. The overall increase to the ACL at adoption is comprised of a $180 million increase in the commercial ALLL, a $211 million increase in the consumer ALLL, and a $2 million increase to the AULC.
The allowance for credit losses is deducted from the amortized cost basis of a financial asset or a group of financial assets so that the balance sheet reflects the net amount Huntington expects to collect. Amortized cost is the principal balance outstanding, net of purchase premiums and discounts, fair value hedge accounting adjustments, and deferred fees and costs. Subsequent changes (favorable and unfavorable) in expected credit losses are recognized immediately in net income as a credit loss expense or a reversal of credit loss expense. Management estimates the allowance by projecting probability-of-default, loss-given-default and exposure-at-default depending on economic parameters for each month of the remaining contractual term. Those economic parameters are developed using available information relating to past events, current conditions, and reasonable and supportable forecasts. Huntington’s reasonable and supportable forecast period reverts to a historical norm based on inputs within approximately two to three years. The reversion period is dependent on the state of the economy at the beginning of the forecast. Historical credit experience provides the basis for the estimation of expected credit losses, with adjustments made for differences in current loan-specific risk characteristics such as differences in underwriting standards, portfolio mix, delinquency levels and terms, as well as for changes in the micro- and macro-economic environments. The contractual terms of financial assets are adjusted for expected prepayments and any extensions outside of Huntington’s control.
Loans that are determined to have unique risk characteristics are evaluated on an individual basis by management. If a loan is determined to be collateral dependent, or meets the criteria to apply the collateral dependent practical expedient, expected credit losses are determined based on the fair value of the collateral at the reporting date, less costs to sell as appropriate.
Loans with unique risk characteristics that are not subject to collateral dependent accounting, are assessed using a discounted cash flows methodology.
The allowance for credit losses is measured on a collective (pool) basis when similar risk characteristics exist. Management believes the products within each of the entity’s portfolio classes exhibit similar risk characteristics. Huntington has identified its portfolio classes as disclosed above.
Allowance for Credit Losses - HTM Securities
Nearly all of Huntington’s HTM debt securities are issued by U.S. government entities and agencies. These securities are either explicitly or implicitly guaranteed by the U.S. government, are highly rated by major rating agencies, and have a long history of no credit losses. As such, there is currently zero loss expectation for this portfolio.

68 Huntington Bancshares Incorporated


Allowance for Credit Losses - AFS Securities
For individual debt securities classified as AFS, Huntington assesses whether a decline in fair value below the amortized cost basis has resulted from a credit loss or other factors. Any impairment relating to credit losses would be recognized through an allowance for credit losses. At June 30, 2020, it was determined that no allowance was required. Any impairment due to factors other than a credit loss, such as changes in market interest rates, is recognized in other comprehensive income, net of applicable taxes. Impairment is determined on an individual security basis. Therefore, an AFS debt security cannot be combined with other securities to determine whether the collective securities are impaired.
Allowance for Loan and Lease Losses and Allowance for Credit Losses - Roll-forward
The following table presents ALLL and AULC activity by portfolio segment for the three-month and six-month periods ended June 30, 2020 and 2019.
(dollar amounts in millions)
 
Commercial
 
Consumer
 
Total
Three-month period ended June 30, 2020:
 
 
 
 
 
 
ALLL balance, beginning of period
 
$
996

 
$
508

 
$
1,504

Loan charge-offs
 
(84
)
 
(39
)
 
(123
)
Recoveries of loans previously charged-off
 
4

 
12

 
16

Provision for loan and lease losses
 
253

 
52

 
305

ALLL balance, end of period
 
$
1,169

 
$
533

 
$
1,702

AULC balance, beginning of period
 
$
58

 
$
41

 
$
99

Provision (reduction in allowance) for unfunded loan commitments and letters of credit
 
25

 
(3
)
 
22

Unfunded commitment losses
 
(2
)
 

 
(2
)
AULC balance, end of period
 
$
81

 
$
38

 
$
119

ACL balance, end of period
 
$
1,250

 
$
571

 
$
1,821

Six-month period ended June 30, 2020:
 
 
 
 
 
 
ALLL balance, beginning of period
 
$
552

 
$
231

 
$
783

Cumulative-effect of change in accounting principle for financial instruments - credit losses (1)
 
180

 
211

 
391

Loan charge-offs
 
(172
)
 
(87
)
 
(259
)
Recoveries of loans previously charged-off
 
9

 
26

 
35

Provision for loan and lease losses
 
600

 
152

 
752

ALLL balance, end of period
 
$
1,169

 
$
533

 
$
1,702

AULC balance, beginning of period
 
$
102

 
$
2

 
$
104

Cumulative-effect of change in accounting principle for financial instruments - credit losses (1)
 
2

 

 
2

Provision (reduction in allowance) for unfunded loan commitments and letters of credit
 
(20
)
 
36

 
16

Unfunded commitment losses
 
(3
)
 

 
(3
)
AULC balance, end of period
 
$
81

 
$
38

 
$
119

ACL balance, end of period
 
$
1,250

 
$
571

 
$
1,821

(1)
Relates to day one impact of the CECL adjustment as a result of the implementation of ASU 2016-13.

2020 2Q Form 10-Q 69



(dollar amounts in millions)
 
Commercial
 
Consumer
 
Total
Three-month period ended June 30, 2019:
ALLL balance, beginning of period
 
$
545

 
$
219

 
$
764

Loan charge-offs
 
(24
)
 
(46
)
 
(70
)
Recoveries of loans previously charged-off
 
6

 
16

 
22

Provision for loan and lease losses
 
33

 
25

 
58

ALLL balance, end of period
 
$
560

 
$
214

 
$
774

AULC balance, beginning of period
 
$
98

 
$
2

 
$
100

Provision (reduction in allowance) for unfunded loan commitments and letters of credit
 
1

 

 
1

AULC balance, end of period
 
$
99

 
$
2

 
$
101

ACL balance, end of period
 
$
659

 
$
216

 
$
875

Six-month period ended June 30, 2019:
ALLL balance, beginning of period
 
$
542

 
$
230

 
$
772

Loan charge-offs
 
(70
)
 
(97
)
 
(167
)
Recoveries of loans previously charged-off
 
19

 
29

 
48

Provision for loan and lease losses
 
69

 
52

 
121

ALLL balance, end of period
 
$
560

 
$
214

 
$
774

AULC balance, beginning of period
 
$
94

 
$
2

 
$
96

Provision (reduction in allowance) for unfunded loan commitments and letters of credit
 
5

 

 
5

AULC balance, end of period
 
$
99

 
$
2

 
$
101

ACL balance, end of period
 
$
659

 
$
216

 
$
875


At June 30, 2020, the ACL was $1.8 billion, an increase of $934 million from the December 31, 2019 balance of $887 million. Of the increase, $541 million relates primarily to the deteriorating economic outlook resulting from the COVID-19 pandemic, with the remaining $393 million related to transition to the CECL lifetime loss methodology. The majority of the increase was related to the commercial portfolio.
Huntington has elected to exclude accrued interest receivable from the measurement of its ACL. For all classes within all loan portfolios, when a loan is placed on nonaccrual status, any outstanding accrued interest is reversed against interest income.
6. MORTGAGE LOAN SALES AND SERVICING RIGHTS
Residential Mortgage Portfolio
The following table summarizes activity relating to residential mortgage loans sold with servicing retained for the three-month and six-month periods ended June 30, 2020 and 2019:
 

Three Months Ended
June 30,
 
Six Months Ended
June 30,
(dollar amounts in millions)
 
2020
 
2019
 
2020
 
2019
Residential mortgage loans sold with servicing retained
 
$
2,287

 
$
954

 
$
3,715

 
$
1,787

Pretax gains resulting from above loan sales (1)
 
59

 
23

 
98

 
35

(1)
Recorded in mortgage banking income
On January 1, 2020, Huntington made an irrevocable election to subsequently measure all classes of residential MSRs at fair value in order to eliminate any potential measurement mismatch between our economic hedges and the MSRs. The impact of the irrevocable election was not material.

70 Huntington Bancshares Incorporated


The following table summarizes the changes in MSRs recorded using the fair value method for the three-month and six-month periods ended June 30, 2020 and 2019 (1):
 
 
Three Months Ended
June 30,
 
Six Months Ended
June 30,
(dollar amounts in millions)
 
2020
 
2019 (1)
 
2020
 
2019 (1)
Fair value, beginning of period
 
$
165

 
$
10

 
$
7

 
$
10

Fair value election for servicing assets previously measured using the amortized method
 

 

 
205

 

New servicing assets created
 
26

 

 
40

 

Change in fair value during the period due to:
 
 
 
 
 
 
 
 
Time decay (2)
 
(2
)
 

 
(4
)
 

Payoffs (3)
 
(10
)
 

 
(16
)
 

Changes in valuation inputs or assumptions (4)
 
(7
)
 
(1
)
 
(60
)
 
(1
)
Fair value, end of period
 
$
172

 
$
9

 
$
172

 
$
9

Weighted-average life (years)
 
6.5

 
6.4

 
6.5

 
6.4

(1)
Prior to January 1, 2020, substantially all of Huntington’s MSR assets were recorded at amortized cost.
(2)
Represents decrease in value due to passage of time, including the impact from both regularly scheduled loan principal payments and partial loan paydowns.
(3)
Represents decrease in value associated with loans that paid off during the period.
(4)
Represents change in value resulting primarily from market-driven changes in interest rates and prepayment speeds.
MSRs do not trade in an active, open market with readily observable prices. Therefore, the fair value of MSRs is estimated using a discounted future cash flow model. Changes in the assumptions used may have a significant impact on the valuation of MSRs. MSR values are highly sensitive to movement in interest rates as expected future net servicing income depends on the projected outstanding principal balances of the underlying loans, which can be greatly impacted by the level of prepayments.
For MSRs under the fair value method, a summary of key assumptions and the sensitivity of the MSR value to changes in these assumptions at June 30, 2020, and December 31, 2019 follows:
 
June 30, 2020
 
December 31, 2019 (1)
 
 
 
 
Decline in fair value due to
 
 
 
 
Decline in fair value due to
(dollar amounts in millions)
Actual
 
10%
adverse
change
 
20%
adverse
change
 
Actual
 
10%
adverse
change
 
20%
adverse
change
Constant prepayment rate (annualized)
17.32
%
 
 
$
(9
)
 
$
(17
)
 
8.21
%
 
 
$

 
$

Spread over forward interest rate swap rates
793

bps
 
(5
)
 
(9
)
 
824

bps
 

 


(1)
Prior to January 1, 2020, substantially all of Huntington’s MSR assets were recorded at amortized cost.
Total servicing, late fees and other ancillary fees included in mortgage banking income was $14 million and $16 million for the three-month periods ended June 30, 2020 and 2019, respectively. For the six-month periods ended June 30, 2020 and 2019, total servicing, late fees and other ancillary fees included in mortgage banking income was $31 million and $31 million, respectively.
The unpaid principal balance of residential mortgage loans serviced for third parties was $23.2 billion and $22.4 billion at June 30, 2020 and December 31, 2019, respectively.
7. LONG-TERM DEBT
In January 2020, the Bank issued $500 million of senior notes at 99.916% of face value. The senior notes mature on February 3, 2023 and have a fixed coupon rate of 1.800%. The senior notes may be redeemed one month prior to the maturity date at 100% of principal plus accrued and unpaid interest.
In January 2020, Huntington issued $750 million of senior notes at 99.597% of face value. The senior notes mature on February 4, 2030 and have a fixed coupon rate of 2.55%. The senior notes may be redeemed three months prior to the maturity date at 100% of principal plus accrued and unpaid interest.

2020 2Q Form 10-Q 71



8. OTHER COMPREHENSIVE INCOME
The components of Huntington’s OCI for the three-month and six-month periods ended June 30, 2020 and 2019, were as follows:
 
 
 
 
 
 
 
Three Months Ended
June 30, 2020
 
Tax (expense)
(dollar amounts in millions)
Pretax
 
Benefit
 
After-tax
Unrealized gains (losses) on available-for-sale securities arising during the period
$
57

 
$
(13
)
 
$
44

Less: Reclassification adjustment for realized net losses (gains) included in net income
23

 
(5
)
 
18

Net change in unrealized holding gains (losses) on available-for-sale securities
80

 
(18
)
 
62

Net change in fair value on cash flow hedges
14

 
(3
)
 
11

Net change in pension and other post-retirement obligations (1)
(12
)
 
2

 
(10
)
Total other comprehensive income (loss)
$
82

 
$
(19
)
 
$
63

(1)    Includes a settlement gain recognized in other noninterest income on the Unaudited Condensed Consolidated Statements of Income.
 
 
 
 
 
 
 
Three Months Ended
June 30, 2019
 
Tax (expense)
(dollar amounts in millions)
Pretax
 
Benefit
 
After-tax
Unrealized gains (losses) on available-for-sale securities arising during the period
$
163

 
$
(36
)
 
$
127

Less: Reclassification adjustment for realized net losses (gains) included in net income
9

 
(2
)
 
7

Net change in unrealized gains (losses) on available-for-sale securities
172

 
(38
)
 
134

Net change in fair value on cash flow hedges
60

 
(13
)
 
47

Net change in pension and other post-retirement obligations
1

 

 
1

Total other comprehensive income (loss)
$
233

 
$
(51
)
 
$
182

 
Six Months Ended
June 30, 2020
 
Tax (expense)
(dollar amounts in millions)
Pretax
 
Benefit
 
After-tax
Unrealized holding gains (losses) on available-for-sale securities arising during the period
$
274

 
$
(61
)
 
$
213

Less: Reclassification adjustment for realized net losses (gains) included in net income
28

 
(6
)
 
22

Net change in unrealized holding gains (losses) on available-for-sale securities
302

 
(67
)
 
235

Net change in fair value on cash flow hedges
409

 
(90
)
 
319

Net change in pension and other post-retirement obligations (1)
(10
)
 
2

 
(8
)
Total other comprehensive income (loss)
$
701

 
$
(155
)
 
$
546

(1)    Includes a settlement gain recognized in other noninterest income on the Unaudited Condensed Consolidated Statements of Income.
 
Six Months Ended
June 30, 2019
 
Tax (expense)
(dollar amounts in millions)
Pretax
 
Benefit
 
After-tax
Unrealized holding gains (losses) on available-for-sale securities arising during the period
$
347

 
$
(77
)
 
$
270

Less: Reclassification adjustment for realized net losses (gains) included in net income
13

 
(3
)
 
10

Net change in unrealized holding gains (losses) on available-for-sale securities
360

 
(80
)
 
280

Net change in fair value on cash flow hedges
68

 
(14
)
 
54

Net change in pension and other post-retirement obligations
2

 

 
2

Total other comprehensive income (loss)
$
430

 
$
(94
)
 
$
336



72 Huntington Bancshares Incorporated


Activity in accumulated OCI for the three-month and six-month periods ended June 30, 2020 and 2019, were as follows:
 
 
 
 
 
 
 
 
(dollar amounts in millions)
Unrealized gains (losses) on
debt securities (1)
 
Change in fair value related to cash flow hedges
 
Unrealized gains
(losses) for
pension and
other post-
retirement
obligations (2)
 
Total
Three Months Ended June 30, 2020
 
 
 
 
 
 
 
Balance, beginning of period
$
145

 
$
331

 
$
(249
)
 
$
227

Other comprehensive income before reclassifications
44

 
11

 

 
55

Amounts reclassified from accumulated OCI to earnings
18

 

 
(10
)
 
8

Period change
62

 
11

 
(10
)
 
63

Balance, end of period
$
207

 
$
342

 
$
(259
)
 
$
290

 
 
 
 
 
 
 
 
Three Months Ended June 30, 2019
 
 
 
 
 
 
 
Balance, beginning of period
$
(217
)
 
$
7

 
$
(245
)
 
$
(455
)
Other comprehensive income before reclassifications
127

 
47

 

 
174

Amounts reclassified from accumulated OCI to earnings
7

 

 
1

 
8

Period change
134

 
47

 
1

 
182

Balance, end of period
$
(83
)
 
$
54

 
$
(244
)
 
$
(273
)

(dollar amounts in millions)
Unrealized gains (losses) on
debt securities (1)
 
Change in fair value related to cash flow hedges
 
Unrealized gains
(losses) for
pension and
other post-
retirement
obligations (2)
 
Total
Six Months Ended June 30, 2020
 
 
 
 
 
 
 
Balance, beginning of period
$
(28
)
 
$
23

 
$
(251
)
 
$
(256
)
Other comprehensive income before reclassifications
213

 
319

 

 
532

Amounts reclassified from accumulated OCI to earnings
22

 

 
(8
)
 
14

Period change
235

 
319

 
(8
)
 
546

Balance, end of period
$
207

 
$
342

 
$
(259
)
 
$
290

 
 
 
 
 
 
 
 
Six Months Ended June 30, 2019
 
 
 
 
 
 
 
Balance, beginning of period
$
(363
)
 
$

 
$
(246
)
 
$
(609
)
Other comprehensive income before reclassifications
270

 
54

 

 
324

Amounts reclassified from accumulated OCI to earnings
10

 

 
2

 
12

Period change
280

 
54

 
2

 
336

Balance, end of period
$
(83
)
 
$
54

 
$
(244
)
 
$
(273
)
(1)
AOCI amounts at June 30, 2020, March 31, 2020 and June 30, 2019 include $81 million, $87 million and $131 million, respectively, net of unrealized losses on securities transferred from the available-for-sale securities portfolio to the held-to-maturity securities portfolio. The net unrealized losses will be recognized in earnings over the remaining life of the security using the effective interest method.
(2)
Amounts for the three months and six months ended June 30, 2020 include a settlement gain recognized in other noninterest income on the Unaudited Condensed Consolidated Statements of Income.



2020 2Q Form 10-Q 73



9. SHAREHOLDERS’ EQUITY
The following is a summary of Huntington’s non-cumulative, non-voting, perpetual preferred stock outstanding as of June 30, 2020.
(dollar amounts in millions)
 
 
 
 
 
 
Series
 
Issuance Date
 
Total Shares Outstanding
 
Carrying Amount
 
Dividend Rate
 
Earliest Redemption Date
Series B
 
12/28/2011
 
35,500

 
$
23

 
3-mo. LIBOR + 270 bps

 
1/15/2017
Series D
 
3/21/2016
 
400,000

 
386

 
6.25
%
 
4/15/2021
Series D
 
5/5/2016
 
200,000

 
199

 
6.25
%
 
4/15/2021
Series C
 
8/16/2016
 
100,000

 
100

 
5.875
%
 
1/15/2022
Series E
 
2/27/2018
 
5,000

 
495

 
5.700
%
 
4/15/2023
Series F
 
5/27/2020
 
5,000

 
494

 
5.625
%
 
7/15/2030
Total
 
 
 
745,500

 
$
1,697

 
 
 
 

Series B, D, and C of preferred stock has a liquidation value and redemption price per share of $1,000, plus any declared and unpaid dividends. Series E and F stock has a liquidation value and redemption price per share of $100,000, plus any declared and unpaid dividends. All preferred stock has no stated maturity and redemption is solely at the option of the Company. Under current rules, any redemption of the preferred stock is subject to prior approval of the FRB.
Preferred F Stock issued and outstanding
During the 2020 second quarter, Huntington issued $500 million of preferred stock. Huntington issued 500,000 depositary shares, each depositary shares representing a 1/100th ownership interest in a share of 5.625% Series F Non-Cumulative Perpetual Preferred Stock (Series F Preferred Stock), par value $0.01 per share, with a liquidation preference of $100,000 per share (equivalent to $1,000 per depositary share). Each holder of a depositary share will be entitled to all proportional rights and preferences of the Series F Preferred Stock (including dividend, voting, redemption, and liquidation rights). Costs of $6 million related to the issuance of the Series F Preferred Stock are reported as a direct deduction from the face amount of the stock.
Dividends on the Series F Preferred Stock will be non-cumulative and payable quarterly in arrears, when, as and if authorized by the Company's board of directors or a duly authorized committee of the board and declared by the Company, at an annual rate of 5.625% per year on the liquidation preference of $100,000 per share, equivalent to $1,000 per depositary share. The dividend payment dates will be the fifteenth day of each January, April, July and October, commencing on October 15, 2020.
The Series F Preferred Stock is perpetual and has no maturity date. Huntington may redeem the Series F Preferred Stock at its option, (i) in whole or in part, from time to time, on any dividend payment date on or after July 15, 2030 or (ii) in whole but not in part, within 90 days following a change in laws or regulations, in each case, at a redemption price equal to $100,000 per share (equivalent to $1,000 per depositary share), plus any declared and unpaid dividends, without regard to any undeclared dividends, on the Series F Preferred Stock prior to the date fixed for redemption. If Huntington redeems the Series F Preferred Stock, the depositary will redeem a proportional number of depositary shares. Neither the holders of Series Preferred F Stock nor holders of depositary shares will have the right to require the redemption or repurchase of the Series F Preferred Stock or the depositary shares.

74 Huntington Bancshares Incorporated


10. EARNINGS PER SHARE
Basic earnings per share is the amount of earnings (adjusted for dividends declared on preferred stock) available to each share of common stock outstanding during the reporting period. Diluted earnings per share is the amount of earnings available to each share of common stock outstanding during the reporting period adjusted to include the effect of potentially dilutive common shares. Potentially dilutive common shares include incremental shares issued for stock options, restricted stock units and awards, and distributions from deferred compensation plans. Potentially dilutive common shares are excluded from the computation of diluted earnings per share in periods in which the effect would be antidilutive.
The calculation of basic and diluted earnings per share for the three-month and six-month periods ended June 30, 2020 and 2019 was as follows:
 
Three Months Ended
June 30,
 
Six Months Ended
June 30,
(dollar amounts in millions, except per share data, share count in thousands)
2020
 
2019
 
2020
 
2019
Basic earnings per common share:
 
 
 
 
 
 
 
Net income
$
150

 
$
364

 
$
198

 
$
722

Preferred stock dividends
(19
)
 
(18
)
 
(37
)
 
(37
)
Net income available to common shareholders
$
131

 
$
346

 
$
161

 
$
685

Average common shares issued and outstanding
1,016,259

 
1,044,802

 
1,016,951

 
1,045,899

Basic earnings per common share
$
0.13

 
$
0.33

 
$
0.16

 
$
0.66

Diluted earnings per common share:
 
 
 
 
 
 
 
Dilutive potential common shares:
 
 
 
 
 
 
 
Stock options and restricted stock units and awards
7,516

 
11,308

 
9,939

 
13,057

Shares held in deferred compensation plans
4,908

 
4,170

 
4,739

 
4,003

Dilutive potential common shares
12,424

 
15,478

 
14,678

 
17,060

Total diluted average common shares issued and outstanding
1,028,683

 
1,060,280

 
1,031,629

 
1,062,959

Diluted earnings per common share
$
0.13

 
$
0.33

 
$
0.16

 
$
0.64

Anti-dilutive awards (1)
17,200

 
7,656

 
12,291

 
6,237


(1)
Reflects the total number of shares related to outstanding options that have been excluded from the computation of diluted earnings per share because the impact would have been anti-dilutive.



2020 2Q Form 10-Q 75



11. NONINTEREST INCOME
Huntington earns a variety of revenue including interest and fees from customers as well as revenues from non-customers. Certain sources of revenue are recognized within interest or fee income and are outside of the scope of ASC Topic 606, Revenue from Contracts with Customers (“ASC 606”). Other sources of revenue fall within the scope of ASC 606 and are generally recognized within noninterest income. These revenues are included within various sections of the Unaudited Condensed Consolidated Financial Statements. The following table shows Huntington’s total noninterest income segregated between contracts with customers within the scope of ASC 606 and those within the scope of other GAAP Topics.
(dollar amounts in millions)
 
Three Months Ended June 30,
 
Six Months Ended June 30,
Noninterest income
 
2020
 
2019
 
2020
 
2019
Noninterest income from contracts with customers
 
$
201

 
$
235

 
$
428

 
$
457

Noninterest income within the scope of other GAAP topics
 
190

 
139

 
324

 
236

Total noninterest income
 
$
391

 
$
374

 
$
752

 
$
693


The following table illustrates the disaggregation by operating segment and major revenue stream and reconciles disaggregated revenue to segment revenue presented in Note 16Segment Reporting”.
 
 
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended June 30, 2020
(dollar amounts in millions)
Consumer & Business Banking
 
Commercial Banking
 
Vehicle Finance
 
RBHPCG
 
Treasury / Other
 
Huntington Consolidated
Major Revenue Streams
 
 
 
 
 
Service charges on deposit accounts
$
39

 
$
18

 
$
1

 
$
1

 
$

 
$
59

Card and payment processing income
52

 
3

 

 

 

 
55

Trust and investment management services
10

 
1

 

 
34

 

 
45

Insurance income
12

 
1

 

 
11

 
1

 
25

Other noninterest income
4

 
5

 

 
7

 
1

 
17

Net revenue from contracts with customers
$
117

 
$
28

 
$
1

 
$
53

 
$
2

 
$
201

Noninterest income within the scope of
other GAAP topics
101

 
57

 
1

 
1

 
30

 
190

Total noninterest income
$
218

 
$
85

 
$
2

 
$
54

 
$
32

 
$
391

 
 
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended June 30, 2019
(dollar amounts in millions)
Consumer & Business Banking
 
Commercial Banking
 
Vehicle Finance
 
RBHPCG
 
Treasury / Other
 
Huntington Consolidated
Major Revenue Streams
 
 
 
 
 
Service charges on deposit accounts
$
73

 
$
16

 
$
2

 
$
1

 
$

 
$
92

Card and payment processing income
56

 
4

 

 

 

 
60

Trust and investment management services
8

 
1

 

 
34

 

 
43

Insurance income
9

 
1

 

 
12

 
1

 
23

Other noninterest income
8

 
5

 
1

 
1

 
2

 
17

Net revenue from contracts with customers
$
154

 
$
27

 
$
3

 
$
48

 
$
3

 
$
235

Noninterest income within the scope of
other GAAP topics
44

 
62

 
1

 
1

 
31

 
139

Total noninterest income
$
198

 
$
89

 
$
4

 
$
49

 
$
34

 
$
374



76 Huntington Bancshares Incorporated


 
Six Months Ended June 30, 2020
(dollar amounts in millions)
Consumer & Business Banking
 
Commercial Banking
 
Vehicle Finance
 
RBHPCG
 
Treasury / Other
 
Huntington Consolidated
Major Revenue Streams
 
 
 
 
 
Service charges on deposit accounts
$
107

 
$
35

 
$
2

 
$
2

 
$

 
$
146

Card and payment processing income
104

 
7

 

 

 

 
111

Trust and investment management services
20

 
2

 

 
70

 

 
92

Insurance income
20

 
3

 

 
23

 
2

 
48

Other noninterest income
12

 
8

 
1

 
8

 
2

 
31

Net revenue from contracts with customers
$
263

 
$
55

 
$
3

 
$
103

 
$
4

 
$
428

Noninterest income within the scope of
other GAAP topics
167

 
115

 
2

 
2

 
38

 
324

Total noninterest income
$
430

 
$
170

 
$
5

 
$
105

 
$
42

 
$
752

 
 
 
 
 
 
 
 
 
 
 
 
 
Six Months Ended June 30, 2019
(dollar amounts in millions)
Consumer & Business Banking
 
Commercial Banking
 
Vehicle Finance
 
RBHPCG
 
Treasury / Other
 
Huntington Consolidated
Major Revenue Streams
 
 
 
 
 
Service charges on deposit accounts
$
142

 
$
32

 
$
3

 
$
2

 
$

 
$
179

Card and payment processing income
106

 
7

 

 

 

 
113

Trust and investment management services
16

 
1

 

 
69

 
1

 
87

Insurance income
17

 
3

 

 
23

 
1

 
44

Other noninterest income
16

 
10

 
2

 
4

 
2

 
34

Net revenue from contracts with customers
$
297

 
$
53

 
$
5

 
$
98

 
$
4

 
$
457

Noninterest income within the scope of
other GAAP topics
75

 
112

 
1

 
2

 
46

 
236

Total noninterest income
$
372

 
$
165

 
$
6

 
$
100

 
$
50

 
$
693


Huntington generally provides services for customers in which it acts as principal. Payment terms and conditions vary amongst services and customers, and thus impact the timing and amount of revenue recognition. Some fees may be paid before any service is rendered and accordingly, such fees are deferred until the obligations pertaining to those fees are satisfied. Most Huntington contracts with customers are cancelable by either party without penalty or they are short-term in nature, with a contract duration of less than one year. Accordingly, most revenue deferred for the reporting period ended June 30, 2020 is expected to be earned within one year.

2020 2Q Form 10-Q 77



12. FAIR VALUES OF ASSETS AND LIABILITIES
See Note 18 “Fair Value of Assets and Liabilities” to the Consolidated Financial Statements of the Annual Report on Form 10-K for the year ended December 31, 2019 for a description of the valuation methodologies used for instruments measured at fair value. Assets and liabilities measured at fair value rarely transfer between Level 1 and Level 2 measurements. There were no such transfers during the three-month and six-month periods ended June 30, 2020 and 2019.
Assets and Liabilities measured at fair value on a recurring basis
Assets and liabilities measured at fair value on a recurring basis at June 30, 2020 and December 31, 2019 are summarized below:
 
Fair Value Measurements at Reporting Date Using
 
Netting Adjustments (1)
 
June 30, 2020
(dollar amounts in millions)
Level 1
 
Level 2
 
Level 3
 
 
Assets
 
 
 
 
 
 
 
 
 
Trading account securities:
 
 
 
 
 
 
 
 
 
Municipal securities
$

 
$
45

 
$

 
$

 
$
45

Available-for-sale securities:
 
 
 
 
 
 
 
 
 
U.S. Treasury securities
8

 

 

 

 
8

Residential CMOs

 
5,118

 

 

 
5,118

Residential MBS

 
3,838

 

 

 
3,838

Commercial MBS

 
788

 

 

 
788

Other agencies

 
147

 

 

 
147

Municipal securities

 
55

 
3,102

 

 
3,157

Private-label CMO

 

 
5

 

 
5

Asset-backed securities

 
155

 
56

 

 
211

Corporate debt

 
21

 

 

 
21

Other securities/sovereign debt

 
4

 

 

 
4

 
8

 
10,126

 
3,163

 

 
13,297

Other securities
56

 

 

 

 
56

Loans held for sale

 
954

 

 

 
954

Loans held for investment

 
67

 
25

 

 
92

MSRs

 

 
172

 

 
172

Derivative assets

 
2,278

 
43

 
(1,214
)
 
1,107

Liabilities
 
 
 
 
 
 
 
 
 
Derivative liabilities

 
1,276

 
3

 
(1,107
)
 
172


78 Huntington Bancshares Incorporated


 
Fair Value Measurements at Reporting Date Using
 
Netting Adjustments (1)
 
December 31, 2019
(dollar amounts in millions)
Level 1
 
Level 2
 
Level 3
 
 
Assets
 
 
 
 
 
 
 
 
 
Trading account securities:
 
 
 
 
 
 
 
 
 
Federal agencies: Other agencies
$

 
$
4

 
$

 
$

 
$
4

Municipal securities

 
63

 

 

 
63

Other securities
30

 
2

 

 

 
32

 
30

 
69

 

 

 
99

Available-for-sale securities:
 
 
 
 
 
 
 
 
 
U.S. Treasury securities
10

 

 

 

 
10

Residential CMOs

 
5,085

 

 

 
5,085

Residential MBS

 
4,222

 

 

 
4,222

Commercial MBS

 
976

 

 

 
976

Other agencies

 
165

 

 

 
165

Municipal securities

 
56

 
2,999

 

 
3,055

Private-label CMO

 

 
2

 

 
2

Asset-backed securities

 
531

 
48

 

 
579

Corporate debt

 
51

 

 

 
51

Other securities/sovereign debt

 
4

 

 

 
4

 
10

 
11,090

 
3,049

 

 
14,149

Other securities
54

 

 

 

 
54

Loans held for sale

 
781

 

 

 
781

Loans held for investment

 
55

 
26

 

 
81

MSRs

 

 
7

 

 
7

Derivative assets

 
848

 
8

 
(404
)
 
452

Liabilities
 
 
 
 
 
 
 
 
 
Derivative liabilities

 
519

 
2

 
(417
)
 
104


(1)
Amounts represent the impact of legally enforceable master netting agreements that allow the Company to settle positive and negative positions and cash collateral held or placed with the same counterparties.
The tables below present a rollforward of the balance sheet amounts for the three-month and six-month periods ended June 30, 2020 and 2019, for financial instruments measured on a recurring basis and classified as Level 3. The classification of an item as Level 3 is based on the significance of the unobservable inputs to the overall fair value measurement. However, Level 3 measurements may also include observable components of value that can be validated externally. Accordingly, the gains and losses in the table below include changes in fair value due in part to observable factors that are part of the valuation methodology.

2020 2Q Form 10-Q 79



 
Level 3 Fair Value Measurements
Three Months Ended June 30, 2020
 
 
 
 
 
Available-for-sale securities
 
 
(dollar amounts in millions)
MSRs
 
Derivative
instruments
 
Municipal
securities
 
Private-
label
CMO
 
Asset-backed
securities
 
Loans held for investment
Opening balance
$
165

 
$
39

 
$
2,937

 
$
2

 
$
69

 
$
26

Transfers out of Level 3 (1)

 
(55
)
 

 

 

 

Total gains/losses for the period:
 
 
 
 
 
 
 
 
 
 
 
Included in earnings
7

 
56

 

 

 

 

Included in OCI

 

 
69

 

 

 

Purchases/originations

 

 
264

 
3

 

 

Repayments

 

 

 

 

 
(1
)
Settlements

 

 
(168
)
 

 
(13
)
 

Closing balance
$
172

 
$
40

 
$
3,102

 
$
5

 
$
56

 
$
25

Change in unrealized gains or losses for the period included in earnings for assets held at end of the reporting date
$
7

 
$

 
$

 
$

 
$

 
$

Change in unrealized gains or losses for the period included in other comprehensive income for assets held at the end of the reporting period

 

 
(20
)
 

 

 

 
 
 
 
 
 
 
 
 
 
 
 
 
Level 3 Fair Value Measurements
Three Months Ended June 30, 2019
 
MSRs
 
Derivative
instruments
 
Available-for-sale securities
 
Loans held for investment
(dollar amounts in millions)
 
 
Municipal
securities
 
Opening balance
$
10

 
$
5

 
$
3,237

 
$
29

Transfers out of Level 3 (1)

 
(15
)
 

 

Total gains/losses for the period:
 
 
 
 
 
 
 
Included in earnings
(1
)
 
19

 
(1
)
 

Included in OCI

 

 
3

 

Purchases/originations

 

 
28

 

Repayments

 

 

 
(1
)
Settlements

 

 
(65
)
 

Closing balance
$
9

 
$
9

 
$
3,202

 
$
28

Change in unrealized gains or losses for the period included in earnings for assets held at end of the reporting date
$
(1
)
 
$
4

 
$

 
$

Change in unrealized gains or losses for the period included in other comprehensive income for assets held at the end of the reporting period
$

 
$

 
3

 
$



80 Huntington Bancshares Incorporated


 
Level 3 Fair Value Measurements
Six Months Ended June 30, 2020
 
 
 
 
 
Available-for-sale securities
 
 
(dollar amounts in millions)
MSRs
 
Derivative
instruments
 
Municipal
securities
 
Private-
label
CMO
 
Asset-backed
securities
 
Loans held for investment
Opening balance
$
7

 
$
6

 
$
2,999

 
$
2

 
$
48

 
$
26

Fair value election for servicing assets previously measured using the amortized method

205

 

 

 

 

 

Transfers out of Level 3 (1)

 
(75
)
 

 

 

 

Total gains/losses for the period:
 
 
 
 
 
 
 
 
 
 
 
Included in earnings
(40
)
 
109

 
(1
)
 

 

 

Included in OCI

 

 
1

 

 

 

Purchases/originations

 

 
338

 
3

 
28

 

Repayments

 

 

 

 

 
(1
)
Settlements

 

 
(235
)
 

 
(20
)
 

Closing balance
$
172

 
$
40

 
$
3,102

 
$
5

 
$
56

 
$
25

Change in unrealized gains or losses for the period included in earnings for assets held at end of the reporting date
$
(40
)
 
$
34

 
$

 
$

 
$

 
$

Change in unrealized gains or losses for the period included in other comprehensive income for assets held at the end of the reporting period

 

 
2

 

 

 

 
Level 3 Fair Value Measurements
Six Months Ended June 30, 2019
 
 
 
 
 
Available-for-sale securities
 
Loans held for investment
(dollar amounts in millions)
MSRs
 
Derivative
instruments
 
Municipal
securities
 
Opening balance
$
10

 
$
2

 
$
3,165

 
$
30

Transfers out of Level 3 (1)

 
(24
)
 

 

Total gains/losses for the period:
 
 
 
 
 
 
 
Included in earnings
(1
)
 
31

 

 

Included in OCI

 

 
46

 

Purchases/originations

 

 
108

 

Repayments

 

 

 
(2
)
Settlements

 

 
(117
)
 

Closing balance
$
9

 
$
9

 
$
3,202

 
$
28

Change in unrealized gains or losses for the period included in earnings for assets held at end of the reporting date
$
(1
)
 
$
6

 
$

 
$

Change in unrealized gains or losses for the period included in other comprehensive income for assets held at the end of the reporting period

 

 
46

 


(1)
Transfers out of Level 3 represent the settlement value of the derivative instruments (i.e. interest rate lock agreements) that is transferred to loans held for sale, which is classified as Level 2.

2020 2Q Form 10-Q 81



The tables below summarize the classification of gains and losses due to changes in fair value, recorded in earnings for Level 3 assets and liabilities for the three-month and six-month periods ended June 30, 2020 and 2019:
 
 
 
 
 
 
 
Level 3 Fair Value Measurements
Three Months Ended June 30, 2020
 
 
 
 
 
Available-for-sale securities
(dollar amounts in millions)
MSRs
 
Derivative
instruments
 
Municipal
securities
Classification of gains and losses in earnings:
 
 
 
 
 
Mortgage banking income
$
7

 
$
56

 
$

Interest and fee income

 

 

Total
$
7

 
$
56

 
$

 
 
 
 
 
 
 
Level 3 Fair Value Measurements
Three Months Ended June 30, 2019
 
 
 
 
 
Available-for-sale securities
(dollar amounts in millions)
MSRs
 
Derivative
instruments
 
Municipal
securities
Classification of gains and losses in earnings:
 
 
 
 
 
Mortgage banking income
$
(1
)
 
$
19

 
$

Interest and fee income

 

 
(1
)
Total
$
(1
)
 
$
19

 
$
(1
)

 
Level 3 Fair Value Measurements
Six Months Ended June 30, 2020
 
 
 
 
 
Available-for-sale securities
(dollar amounts in millions)
MSRs
 
Derivative
instruments
 
Municipal
securities
Classification of gains and losses in earnings:
 
 
 
 
 
Mortgage banking income
$
(40
)
 
$
109

 
$

Interest and fee income

 

 
(1
)
Total
$
(40
)
 
$
109

 
$
(1
)
 
Level 3 Fair Value Measurements
Six Months Ended June 30, 2019
 
 
 
 
 
Available-for-sale securities
(dollar amounts in millions)
MSRs
 
Derivative
instruments
 
Municipal
securities
Classification of gains and losses in earnings:
 
 
 
 
 
Mortgage banking income
$
(1
)
 
$
31

 
$

Interest and fee income

 

 

Total
$
(1
)
 
$
31

 
$



82 Huntington Bancshares Incorporated


Assets and liabilities under the fair value option
The following tables present the fair value and aggregate principal balance of certain assets and liabilities under the fair value option:
 
June 30, 2020
(dollar amounts in millions)
Total Loans
 
Loans that are 90 or more days past due
Assets
Fair value
carrying
amount
 
Aggregate
unpaid
principal
 
Difference
 
Fair value
carrying
amount
 
Aggregate
unpaid
principal
 
Difference
Loans held for sale
$
954

 
$
906

 
$
48

 
$
1

 
$
1

 
$

Loans held for investment
92

 
97

 
(5
)
 
4

 
4

 

 
December 31, 2019
(dollar amounts in millions)
Total Loans
 
Loans that are 90 or more days past due
Assets
Fair value
carrying
amount
 
Aggregate
unpaid
principal
 
Difference
 
Fair value
carrying
amount
 
Aggregate
unpaid
principal
 
Difference
Loans held for sale
$
781

 
$
755

 
$
26

 
$
2

 
$
2

 
$

Loans held for investment
81

 
87

 
(6
)
 
3

 
4

 
(1
)
The following tables present the net gains (losses) from fair value changes for the three-month and six-month periods ended June 30, 2020 and 2019.
 
 
Net gains (losses) from fair value changes
 
Net gains (losses) from fair value changes
(dollar amounts in millions)
 
Three Months Ended June 30,
 
Six Months Ended June 30,
Assets
 
2020
 
2019
 
2020
 
2019
Loans held for sale (1)
 
$
3

 
$
8

 
$
22

 
$
6

(1)
The net gains (losses) from fair value changes are included in Mortgage banking income on the Unaudited Condensed Consolidated Statements of Income.
Assets and Liabilities measured at fair value on a nonrecurring basis
Certain assets and liabilities may be required to be measured at fair value on a nonrecurring basis in periods subsequent to their initial recognition. These assets and liabilities are not measured at fair value on an ongoing basis; however, they are subject to fair value adjustments in certain circumstances, such as when there is evidence of impairment. The amounts presented represent the fair value on the various measurement dates throughout the period. The gains (losses) represent the amounts recorded during the period regardless of whether the asset is still held at period end.
The amounts measured at fair value on a nonrecurring basis at June 30, 2020 were as follows:
 
 
 
Fair Value Measurements Using
 
 
(dollar amounts in millions)
Fair Value
 
Quoted Prices
In Active
Markets for
Identical Assets
(Level 1)
 
Significant
Other
Observable
Inputs
(Level 2)
 
Significant
Other
Unobservable
Inputs
(Level 3)
 
Total
Gains/(Losses)
Six Months Ended
June 30, 2020
Collateral-dependent loans
116

 

 

 
116

 
(38
)
Loans held for sale
76

 

 

 
76

 
(45
)

Huntington records nonrecurring adjustments of collateral-dependent loans held for investment. Such amounts are generally based on the fair value of the underlying collateral supporting the loan. Appraisals are generally obtained to support the fair value of the collateral and incorporate measures such as recent sales prices for comparable properties and cost of construction. Periodically, in cases where the carrying value exceeds the fair value of the collateral less cost to sell, an impairment charge is recognized in the form of a charge-off.
Loans held for sale are measured at lower of cost or fair value less costs to sell. The fair value of loans held for sale is based on binding or non-binding bids for the respective loans or similar loans.

2020 2Q Form 10-Q 83



Significant unobservable inputs for assets and liabilities measured at fair value on a recurring and nonrecurring basis
The table below presents quantitative information about the significant unobservable inputs for assets and liabilities measured at fair value on a recurring and nonrecurring basis at June 30, 2020 and December 31, 2019:
 
Quantitative Information about Level 3 Fair Value Measurements at June 30, 2020 (1)
(dollar amounts in millions)
Fair Value
 
Valuation Technique
 
Significant Unobservable Input
 
Range
 
Weighted Average
Measured at fair value on a recurring basis:
MSRs
$
172

 
Discounted cash flow
 
Constant prepayment rate
 
10
 %
-
26%
 
17
%
 
 
 
 
 
Spread over forward interest rate swap rates
 
5
 %
-
11%
 
8
%
Derivative assets
43

 
Consensus Pricing
 
Net market price
 
(3
)%
-
14%
 
4
%
 
 
 
 
 
Estimated Pull through %
 
4
 %
-
100%
 
88
%
Municipal securities
3,102

 
Discounted cash flow
 
Discount rate
 
2
 %
-
2%
 
2
%
Asset-backed securities
56

 
 
 
Cumulative default
 
0
 %
-
39%
 
4
%
 
 
 
 
 
Loss given default
 
5
 %
-
80%
 
24
%
Measured at fair value on a nonrecurring basis:
Collateral-dependent loans
116

 
Appraisal value
 
NA
 
 
 
 
 
NA

(1)
Certain disclosures related to quantitative level 3 fair value measurements do not include those deemed to be immaterial.
 
Quantitative Information about Level 3 Fair Value Measurements at December 31, 2019 (1)
(dollar amounts in millions)
Fair Value
 
Valuation Technique
 
Significant Unobservable Input
 
Range
 
Weighted Average
Measured at fair value on a recurring basis:
 
 
 
 
MSRs
$
7

 
Discounted cash flow
 
Constant prepayment rate
 
 %
-
26%
 
8
%
 
 
 
 
 
Spread over forward interest rate swap rates
 
5
 %
-
11%
 
8
%
Derivative assets
8

 
Consensus Pricing
 
Net market price
 
(2
)%
-
11%
 
2
%
 
 
 
 
 
Estimated Pull through %
 
2
 %
-
100%
 
91
%
Municipal securities
2,999

 
Discounted cash flow
 
Discount rate
 
2
 %
-
3%
 
2
%
Asset-backed securities
48

 
 
 
Cumulative default
 
 %
-
39%
 
4
%
 
 
 
 
 
Loss given default
 
5
 %
-
80%
 
24
%
Measured at fair value on a nonrecurring basis:
 
 
 
 
MSRs
206

 
Discounted cash flow
 
Constant prepayment rate
 
10
 %
-
31%
 
12
%
 
 
 
 
 
Spread over forward interest rate swap rates
 
5
 %
-
11%
 
9
%
Impaired loans
26

 
Appraisal value
 
NA
 
 
 
 
 
NA


(1)
Certain disclosures related to quantitative level 3 fair value measurements do not include those deemed to be immaterial.
The following provides a general description of the impact of a change in an unobservable input on the fair value measurement and the interrelationship between unobservable inputs, where relevant/significant. Interrelationships may also exist between observable and unobservable inputs.
Credit loss estimates, such as probability of default, constant default, cumulative default, loss given default, cure given deferral, and loss severity, are driven by the ability of the borrowers to pay their loans and the value of the underlying collateral and are impacted by changes in macroeconomic conditions, typically increasing when economic conditions worsen and decreasing when conditions improve. An increase in the estimated prepayment rate typically results in a decrease in estimated credit losses and vice versa. Higher credit loss estimates generally result in lower fair values. Credit spreads generally increase when liquidity risks and market volatility increase and decrease when liquidity conditions and market volatility improve.
Discount rates and spread over forward interest rate swap rates typically increase when market interest rates increase and/or credit and liquidity risks increase and decrease when market interest rates decline and/or credit

84 Huntington Bancshares Incorporated


and liquidity conditions improve. Higher discount rates and credit spreads generally result in lower fair market values.
Net market price and pull through percentages generally increase when market interest rates increase and decline when market interest rates decline. Higher net market price and pull through percentages generally result in higher fair values.
Fair values of financial instruments
The following table provides the carrying amounts and estimated fair values of Huntington’s financial instruments at June 30, 2020 and December 31, 2019:
 
June 30, 2020
(dollar amounts in millions)
Amortized Cost
 
Lower of Cost or Market
 
Fair Value or
Fair Value Option
 
Total Carrying Amount
 
Estimated Fair Value
Financial Assets
 
 
 
 
 
 
 
 
 
Cash and short-term assets
$
6,375

 
$

 
$

 
$
6,375

 
$
6,375

Trading account securities

 

 
45

 
45

 
45

Available-for-sale securities

 

 
13,297

 
13,297

 
13,297

Held-to-maturity securities
9,416

 

 

 
9,416

 
9,856

Other securities
382

 

 
56

 
438

 
438

Loans held for sale

 
211

 
954

 
1,165

 
1,167

Net loans and leases (1)
78,345

 

 
92

 
78,437

 
79,502

Derivative assets

 

 
1,107

 
1,107

 
1,107

Financial Liabilities
 
 
 
 
 
 
 
 
 
Deposits
93,691

 

 

 
93,691

 
93,702

Short-term borrowings
146

 

 

 
146

 
146

Long-term debt
9,753

 

 

 
9,753

 
9,992

Derivative liabilities

 

 
172

 
172

 
172

 
December 31, 2019
(dollar amounts in millions)
Amortized Cost
 
Lower of Cost or Market
 
Fair Value or
Fair Value Option
 
Total Carrying Amount
 
Estimated Fair Value
Financial Assets
 
 
 
 
 
 
 
 
 
Cash and short-term assets
$
1,272

 
$

 
$

 
$
1,272

 
$
1,272

Trading account securities

 

 
99

 
99

 
99

Available-for-sale securities

 

 
14,149

 
14,149

 
14,149

Held-to-maturity securities
9,070

 

 

 
9,070

 
9,186

Other securities
387

 

 
54

 
441

 
441

Loans held for sale

 
96

 
781

 
877

 
879

Net loans and leases (1)
74,540

 

 
81

 
74,621

 
75,177

Derivative assets

 

 
452

 
452

 
452

Financial Liabilities
 
 
 
 
 
 
 
 
 
Deposits
82,347

 

 

 
82,347

 
82,344

Short-term borrowings
2,606

 

 

 
2,606

 
2,606

Long-term debt
9,849

 

 

 
9,849

 
10,075

Derivative liabilities

 

 
104

 
104

 
104

(1)
Includes collateral-dependent loans.

2020 2Q Form 10-Q 85



The following table presents the level in the fair value hierarchy for the estimated fair values at June 30, 2020 and December 31, 2019:
 
Estimated Fair Value Measurements at Reporting Date Using
 
Netting Adjustments (1) 
June 30, 2020
(dollar amounts in millions)
Level 1
 
Level 2
 
Level 3
 
Financial Assets
 
 
 
 
 
 
 
 
Trading account securities
$

 
$
45

 
$

 
 
$
45

Available-for-sale securities
8

 
10,126

 
3,163

 
 
13,297

Held-to-maturity securities

 
9,856

 

 
 
9,856

Other securities (2)
56

 

 

 
 
56

Loans held for sale

 
954

 
213

 
 
1,167

Net loans and direct financing leases

 
67

 
79,435

 
 
79,502

Derivative assets

 
2,278

 
43

 
$
(1,214
)
1,107

Financial Liabilities
 
 
 
 
 
 
 
 
Deposits

 
90,153

 
3,549

 
 
93,702

Short-term borrowings

 

 
146

 
 
146

Long-term debt

 
9,374

 
618

 
 
9,992

Derivative liabilities

 
1,276

 
3

 
(1,107
)
172

 
Estimated Fair Value Measurements at Reporting Date Using
 
Netting Adjustments (1)
December 31, 2019
(dollar amounts in millions)
Level 1
 
Level 2
 
Level 3
 
Financial Assets
 
 
 
 
 
 
 
 
Trading account securities
$
30

 
$
69

 
$

 
 
$
99

Available-for-sale securities
10

 
11,090

 
3,049

 
 
14,149

Held-to-maturity securities

 
9,186

 

 
 
9,186

Other securities (2)
54

 

 

 
 
54

Loans held for sale

 
781

 
98

 
 
879

Net loans and direct financing leases

 
55

 
75,122

 
 
75,177

Derivative assets

 
848

 
8

 
$
(404
)
452

Financial Liabilities

 

 

 
 
 
Deposits

 
76,790

 
5,554

 
 
82,344

Short-term borrowings

 

 
2,606

 
 
2,606

Long-term debt

 
9,439

 
636

 
 
10,075

Derivative liabilities

 
519

 
2

 
(417
)
104


(1)
Amounts represent the impact of legally enforceable master netting agreements that allow the Company to settle positive and negative positions and cash collateral held or placed with the same counterparties.
(2)
Excludes securities without readily determinable fair values.

The short-term nature of certain assets and liabilities result in their carrying value approximating fair value. These include trading account securities, customers’ acceptance liabilities, short-term borrowings, bank acceptances outstanding, FHLB advances, and cash and short-term assets, which include cash and due from banks, interest-bearing deposits in banks, interest-bearing deposits at Federal Reserve Bank, federal funds sold, and securities purchased under resale agreements. Loan commitments and letters-of-credit generally have short-term, variable-rate features and contain clauses that limit Huntington’s exposure to changes in customer credit quality. Accordingly, their carrying values, which are immaterial at the respective balance sheet dates, are reasonable estimates of fair value.
Certain assets, the most significant being operating lease assets, bank owned life insurance, and premises and equipment, do not meet the definition of a financial instrument and are excluded from this disclosure. Similarly, mortgage servicing rights, deposit base, and other customer relationship intangibles are not considered financial

86 Huntington Bancshares Incorporated


instruments and are not included above. Accordingly, this fair value information is not intended to, and does not, represent Huntington’s underlying value. Many of the assets and liabilities subject to the disclosure requirements are not actively traded, requiring fair values to be estimated by Management. These estimations necessarily involve the use of judgment about a wide variety of factors, including but not limited to, relevancy of market prices of comparable instruments, expected future cash flows, and appropriate discount rates.
13. DERIVATIVE FINANCIAL INSTRUMENTS
Derivative financial instruments are recorded in the Unaudited Condensed Consolidated Balance Sheets as either an asset or a liability (in other assets or other liabilities, respectively) and measured at fair value.
Derivative financial instruments can be designated as accounting hedges under GAAP. Designating a derivative as an accounting hedge allows Huntington to recognize gains and losses on the hedging instruments in the income statement line item where the gains and losses on the hedged item are recognized. Gains and losses on derivatives that are not designated in an effective hedge relationship under GAAP immediately impact earnings within the period they occur.
The following table presents the fair values and notional values of all derivative instruments included in the Unaudited Condensed Consolidated Balance Sheets at June 30, 2020 and December 31, 2019. Amounts in the table below are presented gross without the impact of any net collateral arrangements.
 
June 30, 2020
 
December 31, 2019
(dollar amounts in millions)
Notional Value
 
Asset
 
Liability
 
Notional Value
 
Asset
 
Liability
Derivatives designated as Hedging Instruments
 
 
 
 
 
 
 
 
 
 
 
Interest rate contracts
$
28,819

 
$
975

 
$
86

 
$
25,927

 
$
256

 
$
36

Derivatives not designated as Hedging Instruments
 
 
 
 
 
 
 
 
 
 
 
Interest rate contracts
32,025

 
1,122

 
951

 
27,614

 
420

 
314

Foreign exchange contracts
2,093

 
27

 
27

 
2,173

 
19

 
18

Commodities contracts
2,278

 
197

 
193

 
3,020

 
155

 
152

Equity contracts
478

 

 
22

 
427

 
6

 
1

Total Contracts
$
65,693

 
$
2,321

 
$
1,279

 
$
59,161

 
$
856

 
$
521


The following table presents the amount of gain or loss recognized in income for derivatives not designated as hedging instruments under ASC Subtopic 815-10 in the Unaudited Condensed Consolidated Income Statement for the three-month and six-month periods ended June 30, 2020 and 2019, respectively.
 
 
Location of Gain or (Loss) Recognized in Income
on Derivative
 
Amount of Gain or (Loss) Recognized in Income on Derivative
 
 
 
Three Months Ended
June 30,
 
Six Months Ended
June 30,
(dollar amounts in millions)
 
 
2020
 
2019
 
2020
 
2019
Interest rate contracts:
 
 
 
 
 
 
 
 
 
 
Customer
 
Capital markets fees
 
$
12

 
$
12

 
$
29

 
$
22

Mortgage Banking
 
Mortgage banking income
 
6

 
22

 
63

 
34

Interest Rate Floors
 
Other noninterest income
 

 
5

 

 
5

Foreign exchange contracts
 
Capital markets fees
 
6

 
7

 
12

 
15

Commodities contracts
 
Capital markets fees
 
1

 
2

 
3

 
(4
)
Equity contracts
 
Other noninterest expense
 
(1
)
 

 
(3
)
 
(1
)
Total
 
 
 
$
24

 
$
48

 
$
104

 
$
71


Derivatives used in asset and liability management activities
Huntington engages in balance sheet hedging activity, principally for asset and liability management purposes. Balance sheet hedging activity is generally arranged to receive hedge accounting treatment that can be classified as either fair value or cash flow hedges. Fair value hedges are executed to hedge changes in fair value of outstanding fixed-rate debt and investment securities caused by fluctuations in market interest rates. Cash flow

2020 2Q Form 10-Q 87



hedges are executed to modify interest rate characteristics of designated commercial loans in order to reduce the impact of changes in future cash flows due to market interest rate changes.
The following table presents the gross notional values of derivatives used in Huntington’s asset and liability management activities at June 30, 2020 and December 31, 2019, identified by the underlying interest rate-sensitive instruments.
 
June 30, 2020
(dollar amounts in millions)
Fair Value Hedges
 
Cash Flow Hedges
 
Total
Instruments associated with:
 
 
 
 
 
Loans
$

 
$
18,375

 
$
18,375

Investment securities
2,950

 

 
2,950

Long-term debt
7,494

 

 
7,494

Total notional value at June 30, 2020
$
10,444

 
$
18,375

 
$
28,819

 
 
 
 
 
 
 
December 31, 2019
(dollar amounts in millions)
Fair Value Hedges
 
Cash Flow Hedges
 
Total
Instruments associated with:
 
 
 
 
 
Loans
$

 
$
18,375

 
$
18,375

Investment securities

 
12

 
12

Long-term debt
7,540

 

 
7,540

Total notional value at December 31, 2019
$
7,540

 
$
18,387

 
$
25,927


These derivative financial instruments were entered into for the purpose of managing the interest rate risk of assets and liabilities. Net amounts receivable or payable on contracts hedging either interest earning assets or interest bearing liabilities were accrued as an adjustment to either interest income or interest expense. The net amounts resulted in an increase (decrease) to net interest income of $52 million and $(15) million for the three-month periods ended June 30, 2020, and 2019, respectively. For the six-month periods ended June 30, 2020, and 2019, the net amounts resulted in an increase (decrease) to net interest income of $68 million and $(29) million, respectively.
Fair Value Hedges
The changes in fair value of the fair value hedges are recorded through earnings and offset against changes in the fair value of the hedged item.
Huntington has designated $3.0 billion of interest rate swaps as fair value hedges of fixed-rate investment securities using the last-of-layer method. This approach allows the Company to designate as the hedged item a stated amount of the assets that are not expected to be affected by prepayments, defaults and other factors affecting the timing and amount of cash flows. The fair value basis adjustment on our hedged mortgage-backed securities is included in available-for-sale securities on our Unaudited Condensed Consolidated Statements of Financial Condition.

88 Huntington Bancshares Incorporated


The following table presents the change in fair value for derivatives designated as fair value hedges as well as the offsetting change in fair value on the hedged item for the three-month and six-month periods ended June 30, 2020 and 2019.
 
Three Months Ended
June 30,
 
Six Months Ended
June 30,
(dollar amounts in millions)
2020
 
2019
 
2020
 
2019
Interest rate contracts
 
 
 
 
 
 
 
Change in fair value of interest rate swaps hedging investment securities (1)
$
(1
)
 
$

 
$
(1
)
 
$

Change in fair value of hedged investment securities (1)
1

 

 
1

 

Change in fair value of interest rate swaps hedging long-term debt (2)
(5
)
 
88

 
196

 
129

Change in fair value of hedged long term debt (2)
(4
)
 
(88
)
 
(195
)
 
(129
)
(1)
Recognized in Interest income—available-for-sale securities—taxable in the Unaudited Condensed Consolidated Statements of Income
(2)
Recognized in Interest expense—long-term debt in the Unaudited Condensed Consolidated Statements of Income.
As of June 30, 2020, and December 31, 2019, the following amounts were recorded on the balance sheet related to cumulative basis adjustments for fair value hedges.
 
Amortized Cost
 
Cumulative Amount of Fair Value Hedging Adjustment To Hedged Items
(dollar amounts in millions)
June 30, 2020
 
December 31, 2019
 
June 30, 2020
 
December 31, 2019
Investment securities (1)
$
7,573

 
$

 
$
1

 
$

Long-term debt
7,242

 
7,578

 
309

 
114

Total
$
14,815

 
$
7,578

 
$
310

 
$
114

(1)
Amounts include the amortized cost basis of closed portfolios used to designate hedging relationships in which the hedged item is the last layer expected to be remaining at the end of the hedging relationship. As of June 30, 2020, the amortized cost basis of the closed portfolios used in these hedging relationships was $7.6 billion, the cumulative basis adjustments associated with these hedging relationships was $1.0 million, and the amounts of the designated hedged items were $3.0 billion.
The cumulative amount of fair value hedging adjustments remaining for any hedged assets and liabilities for which hedge accounting has been discontinued was $(76) million and $(93) million at June 30, 2020 and December 31, 2019, respectively.
Cash Flow Hedges
At June 30, 2020, Huntington has $18.4 billion of interest rate floors and swaps. These are designated as cash flow hedges for variable rate commercial loans indexed to LIBOR. The initial premium paid for the interest rate floor contracts represents the time value of the contracts and is not included in the measurement of hedge effectiveness. Any change in fair value related to time value is recognized in OCI. The initial premium paid is amortized on a straight line basis as a reduction to interest income over the contractual life of these contracts.
Gains and losses on interest rate floors and swaps recognized in other comprehensive income were $11 million and $47 million for the three-months periods ended June 30, 2020 and 2019, respectively. For the six-month periods ended June 30, 2020 and 2019, gains and losses on interest rate floors and swaps recognized in other comprehensive income were $319 million and, $54 million respectively.
Derivatives used in mortgage banking activities
Mortgage loan origination hedging activity
Huntington’s mortgage origination hedging activity is related to economically hedging Huntington’s mortgage pricing commitments to customers and the secondary sale to third parties. The value of a newly originated mortgage is not firm until the interest rate is committed or locked. Forward commitments to sell economically hedge the possible loss on interest rate lock commitments due to interest rate change. The net asset (liability) position of these derivatives at June 30, 2020 and December 31, 2019 are $31 million and $6 million, respectively. At June 30, 2020 and December 31, 2019, Huntington had commitments to sell residential real estate loans of $2.3 billion and $1.4 billion, respectively. These contracts mature in less than one year.

2020 2Q Form 10-Q 89



MSR hedging activity
Huntington’s MSR economic hedging activity uses securities and derivatives to manage the value of the MSR asset and to mitigate the various types of risk inherent in the MSR asset, including risks related to duration, basis, convexity, volatility, and yield curve. The hedging instruments include forward commitments, interest rate swaps, and options on interest rate swaps.
The notional value of the derivative financial instruments, corresponding trading assets and liabilities, and net trading gains (losses) related to MSR hedging activity is summarized in the following table:
(dollar amounts in millions)
June 30, 2020
December 31, 2019
Notional value
$
540
 
 
$
778
 
Trading assets
69
 
 
19
 
 
 
 
 
 
Three Months Ended
June 30,
 
Six Months Ended
June 30,
(dollar amounts in millions)
2020
2019
 
2020
2019
Trading gains
$
6

$
18

 
$
63

$
25

MSR hedging trading assets and liabilities are included in other assets and other liabilities, respectively, in the Unaudited Condensed Balance Sheets. Trading gains (losses) are included in mortgage banking income in the Unaudited Condensed Consolidated Statement of Income.
Derivatives used in customer related activities
Various derivative financial instruments are offered to enable customers to meet their financing and investing objectives and for their risk management purposes. Derivative financial instruments used in trading activities consist of commodity, interest rate, and foreign exchange contracts. Huntington enters into offsetting third-party contracts with approved, reputable counterparties with substantially matching terms and currencies in order to economically hedge significant exposure related to derivatives used in trading activities.
The interest rate or price risk of customer derivatives is mitigated by entering into similar derivatives having offsetting terms with other counterparties. The credit risk to these customers is evaluated and included in the calculation of fair value. Foreign currency derivatives help the customer hedge risk and reduce exposure to fluctuations in exchange rates. Transactions are primarily in liquid currencies with Canadian dollars and Euros comprising a majority of all transactions. Commodity derivatives help the customer hedge risk and reduce exposure to fluctuations in the price of various commodities. Hedging of energy-related products and base metals comprise the majority of these transactions.
The net fair values of these derivative financial instruments, for which the gross amounts are included in other assets or other liabilities at both June 30, 2020 and December 31, 2019, were $65 million and $87 million, respectively. The total notional values of derivative financial instruments used by Huntington on behalf of customers, including offsetting derivatives, were $32 billion and $30 billion at June 30, 2020 and December 31, 2019, respectively. Huntington’s credit risk from customer derivatives was $1.0 billion and $407 million at the same dates, respectively.
Financial assets and liabilities that are offset in the Unaudited Condensed Consolidated Balance Sheets
Huntington records derivatives at fair value as further described in Note 12Fair Values of Assets and Liabilities”.
Derivative balances are presented on a net basis taking into consideration the effects of legally enforceable master netting agreements. Additionally, collateral exchanged with counterparties is also netted against the applicable derivative fair values. Huntington enters into derivative transactions with two primary groups: broker-dealers and banks, and Huntington’s customers. Different methods are utilized for managing counterparty credit exposure and credit risk for each of these groups.
Huntington enters into transactions with broker-dealers and banks for various risk management purposes. These types of transactions generally are high dollar volume. Huntington enters into collateral and master netting agreements with these counterparties, and routinely exchanges cash and high quality securities collateral.

90 Huntington Bancshares Incorporated


Huntington enters into transactions with customers to meet their financing, investing, payment and risk management needs. These types of transactions generally are low dollar volume. Huntington enters into master netting agreements with customer counterparties; however, collateral is generally not exchanged with customer counterparties.
In addition to the customer derivative credit exposure, aggregate credit risk associated with broker-dealer and bank derivative transactions, net of collateral that has been pledged by the counterparty, was $92 million and $22 million at June 30, 2020 and December 31, 2019, respectively. The credit risk associated with derivatives is calculated after considering master netting agreements.
At June 30, 2020, Huntington pledged $231 million of investment securities and cash collateral to counterparties, while other counterparties pledged $441 million of investment securities and cash collateral to Huntington to satisfy collateral netting agreements. In the event of credit downgrades, Huntington would not be required to provide additional collateral.
The following tables present the gross amounts of these assets and liabilities with any offsets to arrive at the net amounts recognized in the Unaudited Condensed Consolidated Balance Sheets at June 30, 2020 and December 31, 2019.
Offsetting of Financial Assets and Derivative Assets
 
 
 
 
Gross amounts
offset in the unaudited
condensed
consolidated
balance sheets
 
Net amounts of
assets
presented in
the unaudited condensed
consolidated
balance sheets
 
Gross amounts not offset in the
unaudited condensed consolidated
balance sheets
 
 
(dollar amounts in millions)
 
Gross amounts
of recognized
assets
 
 
 
Financial
instruments
 
Cash collateral
received
 
Net amount
June 30, 2020
Derivatives
$
2,321

 
$
(1,214
)
 
$
1,107

 
$
(129
)
 
$
(59
)
 
$
919

December 31, 2019
Derivatives
856

 
(404
)
 
452

 
(65
)
 
(29
)
 
358


Offsetting of Financial Liabilities and Derivative Liabilities
 
 
 
 
Gross amounts
offset in the unaudited
condensed
consolidated
balance sheets
 
Net amounts of
liabilities
presented in
the unaudited condensed
consolidated
balance sheets
 
Gross amounts not offset in the
unaudited condensed consolidated
balance sheets
 
 
(dollar amounts in millions)
 
Gross amounts
of recognized
liabilities
 
 
 
Financial
instruments
 
Cash collateral
delivered
 
Net amount
June 30, 2020
Derivatives
$
1,279

 
$
(1,107
)
 
$
172

 
$
(40
)
 
$
(28
)
 
$
104

December 31, 2019
Derivatives
521

 
(417
)
 
104

 

 
(75
)
 
29


14. VIEs
Unconsolidated VIEs
The following tables provide a summary of the assets and liabilities included in Huntington’s Unaudited Condensed Consolidated Financial Statements, as well as the maximum exposure to losses, associated with its interests related to unconsolidated VIEs for which Huntington holds an interest, but is not the primary beneficiary, to the VIE at June 30, 2020, and December 31, 2019:

June 30, 2020
(dollar amounts in millions)
Total Assets

Total Liabilities

Maximum Exposure to Loss
Trust Preferred Securities
$
14


$
252


$

Affordable Housing Tax Credit Partnerships
858


432


858

Other Investments
220


59


220

Total
$
1,092


$
743


$
1,078


2020 2Q Form 10-Q 91



 
December 31, 2019
(dollar amounts in millions)
Total Assets
 
Total Liabilities
 
Maximum Exposure to Loss
Trust Preferred Securities
$
14

 
$
252

 
$

Affordable Housing Tax Credit Partnerships
727

 
332

 
727

Other Investments
179

 
63

 
179

Total
$
920


$
647


$
906


Trust-Preferred Securities
Huntington has certain wholly-owned trusts whose assets, liabilities, equity, income, and expenses are not included within Huntington’s Unaudited Condensed Consolidated Financial Statements. These trusts have been formed for the sole purpose of issuing trust-preferred securities, from which the proceeds are then invested in Huntington junior subordinated debentures, which are reflected in Huntington’s Unaudited Condensed Consolidated Balance Sheet as long-term debt. The trust securities are the obligations of the trusts, and as such, are not consolidated within Huntington’s Unaudited Condensed Consolidated Financial Statements.
A list of trust preferred securities outstanding at June 30, 2020 follows:
(dollar amounts in millions)
Rate
 
Principal amount of
subordinated note/
debenture issued to trust (1)
 
Investment in
unconsolidated
subsidiary
Huntington Capital I
1.00
%
(2)
$
70

 
$
6

Huntington Capital II
0.93

(3)
32

 
3

Sky Financial Capital Trust III
1.70

(4)
72

 
2

Sky Financial Capital Trust IV
1.70

(4)
74

 
2

Camco Financial Trust
1.63

(5)
4

 
1

Total
 
 
$
252

 
$
14

(1)
Represents the principal amount of debentures issued to each trust, including unamortized original issue discount.
(2)
Variable effective rate at June 30, 2020, based on three-month LIBOR +0.70%.
(3)
Variable effective rate at June 30, 2020, based on three-month LIBOR +0.625%.
(4)
Variable effective rate at June 30, 2020, based on three-month LIBOR +1.40%.
(5)
Variable effective rate at June 30, 2020, based on three-month LIBOR +1.33%.
Each issue of the junior subordinated debentures has an interest rate equal to the corresponding trust securities distribution rate. Huntington has the right to defer payment of interest on the debentures at any time, or from time-to-time for a period not exceeding five years provided that no extension period may extend beyond the stated maturity of the related debentures. During any such extension period, distributions to the trust securities will also be deferred and Huntington’s ability to pay dividends on its common stock will be restricted. Periodic cash payments and payments upon liquidation or redemption with respect to trust securities are guaranteed by Huntington to the extent of funds held by the trusts. The guarantee ranks subordinate and junior in right of payment to all indebtedness of the Company to the same extent as the junior subordinated debt. The guarantee does not place a limitation on the amount of additional indebtedness that may be incurred by Huntington.
Affordable Housing Tax Credit Partnerships
Huntington makes certain equity investments in various limited partnerships that sponsor affordable housing projects utilizing the LIHTC pursuant to Section 42 of the Internal Revenue Code. The purpose of these investments is to achieve a satisfactory return on capital, to facilitate the sale of additional affordable housing product offerings, and to assist in achieving goals associated with the Community Reinvestment Act. The primary activities of the limited partnerships include the identification, development, and operation of multi-family housing that is leased to qualifying residential tenants. Generally, these types of investments are funded through a combination of debt and equity.
Huntington uses the proportional amortization method to account for a majority of its investments in these entities. These investments are included in other assets. Investments that do not meet the requirements of the

92 Huntington Bancshares Incorporated


proportional amortization method are accounted for using the equity method. Investment losses related to these investments are included in noninterest income in the Unaudited Condensed Consolidated Statements of Income.
The following table presents the balances of Huntington’s affordable housing tax credit investments and related unfunded commitments at June 30, 2020 and December 31, 2019.
(dollar amounts in millions)
June 30,
2020
 
December 31,
2019
Affordable housing tax credit investments
$
1,423

 
$
1,242

Less: amortization
(565
)
 
(515
)
Net affordable housing tax credit investments
$
858

 
$
727

Unfunded commitments
$
432

 
$
332


The following table presents other information relating to Huntington’s affordable housing tax credit investments for the three-month and six-month periods ended June 30, 2020 and 2019.
 
 
Three Months Ended
June 30,
 
Six Months Ended
June 30,
(dollar amounts in millions)
 
2020
 
2019
 
2020
 
2019
Tax credits and other tax benefits recognized
 
$
30

 
$
26

 
$
59

 
$
53

Proportional amortization expense included in provision for income taxes
 
25

 
22

 
50

 
44


There were no sales of affordable housing tax credit investments during the three-month and six-month periods ended June 30, 2020 and 2019. There was no impairment recognized for the three-month and six-month periods ended June 30, 2020 and 2019.
Other VIE’s
Other VIE’s include investments in Small Business Investment Companies, Historic Tax Credit Investments, certain equity method investments, renewable energy financings, automobile securitizations, and other miscellaneous investments.
15. COMMITMENTS AND CONTINGENT LIABILITIES
Commitments to extend credit
In the ordinary course of business, Huntington makes various commitments to extend credit that are not reflected in the Unaudited Condensed Consolidated Financial Statements. The contract amounts of these financial agreements at June 30, 2020 and December 31, 2019, were as follows:
(dollar amounts in millions)
June 30,
2020

December 31,
2019
Contract amount representing credit risk
 
 
 
Commitments to extend credit:
 
 
 
Commercial
$
20,283


$
18,326

Consumer
14,735


14,831

Commercial real estate
1,261


1,364

Standby letters of credit
591


587

Commercial letters of credit
20


8


Commitments to extend credit generally have fixed expiration dates, are variable-rate, and contain clauses that permit Huntington to terminate or otherwise renegotiate the contracts in the event of a significant deterioration in the customer’s credit quality. These arrangements normally require the payment of a fee by the customer, the pricing of which is based on prevailing market conditions, credit quality, probability of funding, and other relevant factors. Since many of these commitments are expected to expire without being drawn upon, the contract amounts are not necessarily indicative of future cash requirements. The interest rate risk arising from these financial instruments is insignificant as a result of their predominantly short-term, variable-rate nature.

2020 2Q Form 10-Q 93



Standby letters-of-credit are conditional commitments issued to guarantee the performance of a customer to a third-party. These guarantees are primarily issued to support public and private borrowing arrangements, including commercial paper, bond financing, and similar transactions. Most of these arrangements mature within two years. The carrying amount of deferred revenue associated with these guarantees was $5 million and $8 million at June 30, 2020 and December 31, 2019, respectively.
Commercial letters-of-credit represent short-term, self-liquidating instruments that facilitate customer trade transactions and generally have maturities of no longer than 90 days. The goods or cargo being traded normally secure these instruments.
Litigation and Regulatory Matters
The following supplements the disclosure in Note 21 - Commitments and Contingencies to the Consolidated Financial Statements of the Corporation’s 2019 Annual Report on Form 10-K and Note 14 - Commitments and Contingencies to the Consolidated Financial Statements of the Corporation’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2020 (collectively, the prior commitments and contingencies disclosures).
In the ordinary course of business, Huntington is routinely a defendant in or party to pending and threatened legal and regulatory actions and proceedings.
In view of the inherent difficulty of predicting the outcome of such matters, particularly where the claimants seek very large or indeterminate damages or where the matters present novel legal theories or involve a large number of parties, Huntington generally cannot predict what the eventual outcome of the pending matters will be, what the timing of the ultimate resolution of these matters will be, or what the eventual loss, fines or penalties related to each matter may be.
Huntington establishes an accrued liability when those matters present loss contingencies that are both probable and estimable. In such cases, there may be an exposure to loss in excess of any amounts accrued. Huntington thereafter continues to monitor the matter for further developments that could affect the amount of the accrued liability that has been previously established.
For certain matters, Huntington is able to estimate a range of possible loss. In cases in which Huntington possesses information to estimate a range of possible loss, that estimate is aggregated and disclosed below. There may be other matters for which a loss is probable or reasonably possible but such an estimate of the range of possible loss may not be possible. For those matters where an estimate of the range of possible loss is possible, management currently estimates the aggregate range of possible loss is $0 to $20 million at June 30, 2020 in excess of the accrued liability (if any) related to those matters. This estimated range of possible loss is based upon currently available information and is subject to significant judgment, a variety of assumptions, and known and unknown uncertainties. The matters underlying the estimated range will change from time to time, and actual results may vary significantly from the current estimate. The estimated range of possible loss does not represent Huntington’s maximum loss exposure.
Based on current knowledge, management does not believe that loss contingencies arising from pending matters will have a material adverse effect on the consolidated financial position of Huntington. Further, management believes that amounts accrued are adequate to address Huntington’s contingent liabilities. However, in light of the inherent uncertainties involved in these matters, some of which are beyond Huntington’s control, and the large or indeterminate damages sought in some of these matters, an adverse outcome in one or more of these matters could be material to Huntington’s results of operations for any particular reporting period.
16. SEGMENT REPORTING
Huntington’s business segments are based on our internally-aligned segment leadership structure, which is how management monitors results and assesses performance. The Company has four major business segments: Consumer and Business Banking, Commercial Banking, Vehicle Finance, Regional Banking and The Huntington Private Client Group (RBHPCG). The Treasury / Other function includes technology and operations, other unallocated assets, liabilities, revenue, and expense. For a description of our business segments, see Note 24 -

94 Huntington Bancshares Incorporated


Segment Reporting to the Consolidated Financial Statements of the Corporation’s 2019 Annual Report on Form 10-K.
Business segment results are determined based upon Huntington’s management reporting system, which assigns balance sheet and income statement items to each of the business segments. The process is designed around the organizational and management structure and, accordingly, the results derived are not necessarily comparable with similar information published by other financial institutions. Additionally, because of the interrelationships of the various segments, the information presented is not indicative of how the segments would perform if they operated as independent entities.
Huntington uses an active and centralized FTP methodology to attribute appropriate net interest income to the business segments. The intent of the FTP methodology is to transfer interest rate risk from the business segments by providing matched duration funding of assets and liabilities. The result is to centralize the financial impact, management, and reporting of interest rate risk in the Treasury / Other function where it can be centrally monitored and managed. The Treasury / Other function charges (credits) an internal cost of funds for assets held in (or pays for funding provided by) each business segment. The FTP rate is based on prevailing market interest rates for comparable duration assets (or liabilities).

2020 2Q Form 10-Q 95



Listed in the table below is certain operating basis financial information reconciled to Huntington’s June 30, 2020, December 31, 2019, and June 30, 2019, reported results by business segment.
 
Three Months Ended June 30,
Income Statements
Consumer & Business Banking
 
Commercial Banking
 
Vehicle Finance
 
RBHPCG
 
Treasury / Other
 
Huntington Consolidated
(dollar amounts in millions)
 
 
 
 
 
2020
 
 
 
 
 
 
 
 
 
 
 
Net interest income
$
368

 
$
240

 
$
100

 
$
40

 
$
44

 
$
792

Provision (benefit) for credit losses
31

 
226

 
70

 

 

 
327

Noninterest income
218

 
85

 
2

 
54

 
32

 
391

Noninterest expense
422

 
136

 
34

 
62

 
21

 
675

Provision (benefit) for income taxes
27

 
(7
)
 

 
6

 
5

 
31

Net income (loss)
$
106

 
$
(30
)
 
$
(2
)
 
$
26

 
$
50

 
$
150

2019
 
 
 
 
 
 
 
 
 
 
 
Net interest income
$
464

 
$
264

 
$
96

 
$
52

 
$
(64
)
 
$
812

Provision (benefit) for credit losses
30

 
24

 
5

 

 

 
59

Noninterest income
198

 
89

 
4

 
49

 
34

 
374

Noninterest expense
427

 
145

 
38

 
67

 
23

 
700

Provision (benefit) for income taxes
43

 
39

 
12

 
7

 
(38
)
 
63

Net income (loss)
$
162

 
$
145

 
$
45

 
$
27

 
$
(15
)
 
$
364

 
Six Months Ended June 30,
Income Statements
Consumer & Business Banking
 
Commercial Banking
 
Vehicle Finance
 
RBHPCG
 
Treasury / Other
 
Huntington Consolidated
(dollar amounts in millions)
 
 
 
 
 
2020
 
 
 
 
 
 
 
 
 
 
 
Net interest income
$
733

 
$
472

 
$
206

 
$
83

 
$
88

 
$
1,582

Provision (benefit) for credit losses
114

 
523

 
131

 

 

 
768

Noninterest income
430

 
170

 
5

 
105

 
42

 
752

Noninterest expense
840

 
265

 
69

 
124

 
29

 
1,327

Provision (benefit) for income taxes
44

 
(31
)
 
2

 
14

 
12

 
41

Net income (loss)
$
165

 
$
(115
)
 
$
9

 
$
50

 
$
89

 
$
198

2019
 
 
 
 
 
 
 
 
 
 
 
Net interest income
$
936

 
$
536

 
$
191

 
$
104

 
$
(133
)
 
$
1,634

Provision (benefit) for credit losses
48

 
67

 
14

 
(3
)
 

 
126

Noninterest income
372

 
165

 
6

 
100

 
50

 
693

Noninterest expense
827

 
288

 
75

 
130

 
33

 
1,353

Provision (benefit) for income taxes
91

 
73

 
23

 
16

 
(77
)
 
126

Net income (loss)
$
342

 
$
273

 
$
85

 
$
61

 
$
(39
)
 
$
722

 
Assets at
 
Deposits at
(dollar amounts in millions)
June 30,
2020
 
December 31,
2019
 
June 30,
2020
 
December 31,
2019
Consumer & Business Banking
$
30,697

 
$
25,073

 
$
59,202

 
$
51,675

Commercial Banking
35,323

 
34,337

 
22,041

 
20,762

Vehicle Finance
19,137

 
20,155

 
824

 
376

RBHPCG
6,855

 
6,665

 
6,834

 
6,370

Treasury / Other
26,413

 
22,772

 
4,790

 
3,164

Total
$
118,425

 
$
109,002

 
$
93,691

 
$
82,347



Item 3: Quantitative and Qualitative Disclosures about Market Risk
Quantitative and qualitative disclosures for the current period can be found in the Market Risk section of this report, which includes changes in market risk exposures from disclosures presented in Huntington’s 2019 Form 10-K.

96 Huntington Bancshares Incorporated


Item 4: Controls and Procedures
Disclosure Controls and Procedures
Huntington maintains disclosure controls and procedures designed to ensure that the information required to be disclosed in the reports that it files or submits under the Securities Exchange Act of 1934, as amended (the Exchange Act), are recorded, processed, summarized, and reported within the time periods specified in the SEC’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by an issuer in the reports that it files or submits under the Exchange Act is accumulated and communicated to the issuer’s management, including its principal executive and principal financial officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure. Huntington’s Management, with the participation of its Chief Executive Officer and the Chief Financial Officer, evaluated the effectiveness of Huntington’s disclosure controls and procedures (as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) as of June 30, 2020. Based upon such evaluation, Huntington’s Chief Executive Officer and Chief Financial Officer have concluded that, as of June 30, 2020, Huntington’s disclosure controls and procedures were effective.
There have not been any changes in our internal control over financial reporting (as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during the quarter ended June 30, 2020, that have materially affected, or are reasonably likely to materially affect, internal control over financial reporting.
PART II. OTHER INFORMATION
In accordance with the instructions to Part II, the other specified items in this part have been omitted because they are not applicable or the information has been previously reported.
Item 1: Legal Proceedings
Information required by this item is set forth in Note 15Commitments and Contingent Liabilities” of the Notes to Unaudited Condensed Consolidated Financial Statements under the caption “Litigation and Regulatory Matters” and is incorporated into this Item by reference.
Item 1A: Risk Factors
In addition to the other information set forth in this Quarterly Report on Form 10-Q, you should carefully consider the risk factors discussed in Part I, “Item 1A. Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2019, which could materially affect our business, financial condition or results of operations. In the first quarter of 2020, we identified the following additional risk factor:
The COVID-19 pandemic is adversely affecting, and will likely continue to adversely affect, our business, financial condition, liquidity, and results of operations
The COVID-19 pandemic has negatively impacted the U.S. and global economy; disrupted U.S. and global supply chains; lowered equity market valuations; created significant volatility and disruption in financial markets; contributed to a decrease in the rates and yields on U.S. Treasury securities; resulted in ratings downgrades, credit deterioration, and defaults in many industries; increased demands on capital and liquidity; and increased unemployment levels and decreased consumer confidence.  In addition, the pandemic has resulted in temporary closures of many businesses and the institution of social distancing and sheltering in place requirements in many states and communities, including those in our footprint.  The pandemic has caused us, and could continue to cause us, to recognize credit losses in our loan portfolios and increases in our allowance for credit losses.  Furthermore, the pandemic could cause us to recognize impairment of our goodwill and our financial assets.  Sustained adverse effects may also increase our cost of capital, prevent us from satisfying our minimum regulatory capital ratios and other supervisory requirements, or result in downgrades in our credit ratings.  The extent to which the COVID-19 pandemic impacts our business, financial condition, liquidity, and results of operations will depend on future developments, which are highly uncertain and cannot be predicted, including the scope and duration of the pandemic, the continued effectiveness of our business continuity plan, the direct and indirect impact of the pandemic on our customers, colleagues, counterparties and service providers, and actions taken by governmental authorities and other third parties in response to the pandemic.

2020 2Q Form 10-Q 97



Governmental authorities have taken significant measures to provide economic assistance to individual households and businesses, stabilize the markets, and support economic growth.  The success of these measures is unknown, and they may not be sufficient to fully mitigate the negative impact of the pandemic.  Additionally, some measures, such as a suspension of consumer and commercial loan payments and the reduction in interest rates to near zero, may have a negative impact on our business, financial condition, liquidity, and results of operations.  We also face an increased risk of litigation and governmental and regulatory scrutiny as a result of the effects of the pandemic on market and economic conditions and actions governmental authorities take in response to those conditions. 
The length of the pandemic and the effectiveness of the measures being put in place to address it are unknown.  Until the effects of the pandemic subside, we expect continued draws on lines of credit, reduced revenues in our businesses, and increased customer defaults.  Furthermore, the U.S. economy is experiencing a recession as a result of the pandemic, and our business could be materially and adversely affected by a prolonged recession.  To the extent the pandemic adversely affects our business, financial condition, liquidity, or results of operations, it may also have the effect of heightening many of the other risks described in the section entitled “Risk Factors” in our 2019 Annual Report on Form 10-K and any subsequent Quarterly Reports on Form 10-Q.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
(a) and (b)
Not Applicable
(c)
Period
Total Number of Shares Purchased (1)
 
Average
Price Paid
Per Share
 
Maximum Number of Shares (or Approximate Dollar Value) that May Yet Be Purchased Under the Plans or Programs (2)
April 1, 2020 to April 30, 2020

 
$

 
$
161,349,865

May 1, 2020 to May 31, 2020

 

 
161,349,865

June 1, 2020 to June 30, 2020

 

 
161,349,865

Total

 
$

 
$
161,349,865

 
(1)
The reported shares were repurchased pursuant to Huntington’s publicly-announced share repurchase authorization.
(2)
The number shown represents, as of the end of each period, the approximate dollar value of Common Stock that may yet be purchased under publicly-announced share repurchase authorizations. The shares may be purchased, from time-to-time, depending on market conditions.

On July 17, 2019, the Board of Directors authorized the repurchase of up to $513 million of common shares over the four quarters through the 2020 second quarter. Huntington did not repurchase any shares during the 2020 second quarter.
Huntington does not currently expect to repurchase common shares during the 2020 third quarter; however, on July 23, 2020, the Board authorized the repurchase of common shares during the 2020 third quarter to offset compensation plan‐related share issuances as permitted by the FRB. Huntington may, at its discretion, repurchase common shares as permitted by this Board authorization. Purchases of common shares under the authorization may include open market purchases, privately negotiated transactions, and accelerated share repurchase programs.


Item 6. Exhibits
Exhibit Index
This report incorporates by reference the documents listed below that we have previously filed with the SEC. The SEC allows us to incorporate by reference information in this document. The information incorporated by reference is considered to be a part of this document, except for any information that is superseded by information that is included directly in this document.
The SEC maintains an Internet web site that contains reports, proxy statements, and other information about issuers, like us, who file electronically with the SEC. The address of the site is http://www.sec.gov. The reports and

98 Huntington Bancshares Incorporated


other information filed by us with the SEC are also available free of charge by visiting the Investor Relations section of our website. The address of the site is http://www.huntington.com. Except as specifically incorporated by reference into this Quarterly Report on Form 10-Q, information on those web sites is not part of this report. You also should be able to inspect reports, proxy statements, and other information about us at the offices of the Nasdaq National Market at 33 Whitehall Street, New York, New York 10004.
Exhibit
Number
Document Description
Report or Registration Statement
SEC File or
Registration
Number
Exhibit
Reference
3.1
3.2
3.3
3.4
4.1(P)
Instruments defining the Rights of Security Holders—reference is made to Articles Fifth, Eighth, and Tenth of Articles of Restatement of Charter, as amended and supplemented. Instruments defining the rights of holders of long-term debt will be furnished to the Securities and Exchange Commission upon request.
 
 
 
10.1
31.1
 
 
 
31.2
 
 
 
32.1
 
 
 
32.2
 
 
 
101.INS
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101.SCH
*Inline XBRL Taxonomy Extension Schema Document
 
 
 
101.CAL
*Inline XBRL Taxonomy Extension Calculation Linkbase Document
 
 
 
101.DEF
*Inline XBRL Taxonomy Extension Definition Linkbase Document
 
 
 
101.LAB
*Inline XBRL Taxonomy Extension Label Linkbase Document
 
 
 
101.PRE
*Inline XBRL Taxonomy Extension Presentation Linkbase Document
 
 
 
 

2020 2Q Form 10-Q 99



SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
HUNTINGTON BANCSHARES INCORPORATED
(Registrant)
 
 
 
 
 
Date:
July 31, 2020
 
/s/ Stephen D. Steinour
 
 
 
Stephen D. Steinour
 
 
 
Chairman, President, and Chief Executive Officer (Principal Executive Officer)
 
 
 
Date:
July 31, 2020
 
/s/ Zachary Wasserman
 
 
 
Zachary Wasserman
 
 
 
Chief Financial Officer
(Principal Financial Officer)


100 Huntington Bancshares Incorporated