SEC Form 4 · accession 0001225208-16-038130
HUNTINGTON BANCSHARES INC /MD/ · HBAN
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Sandra E. Pierce
Officer — Senior Exec Vice President
Period of report
Aug 16, 2016
Accepted (ET)
Aug 18, 2016 · 7:15 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000049196
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Aug 16, 2016 | A | 181,542 | $0.00 | A | 181,542 | D | |
| Common StockF2 | Aug 16, 2016 | A | 172,909 | $0.00 | A | 354,451 | D | |
| Common StockF3 | Aug 16, 2016 | A | 98,505 | $0.00 | A | 452,956 | D | |
| Common StockF4 | Aug 16, 2016 | A | 90,606 | $0.00 | A | 543,562 | D | |
| Common Stock | Aug 16, 2016 | F | 45,511 | $9.64 | D | 498,051 | D | |
| Common StockF5 | Aug 16, 2016 | A | 476 | $0.00 | A | 476 | I | FirstMerit 401(k) Plan |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1An award of restricted stock units that vests in shares of common stock in three equal annual increments beginning on the first anniversary of the date of grant.
- F2These shares were received in exchange for 100,529 shares of FirstMerit Corporation (FirstMerit) common stock upon the consummation of the merger of FirstMerit with Huntington Bancshares Incorporated (Huntington) effective August 16, 2016. Upon the consummation of the merger, each share of FirstMerit common stock, without par value, was automatically cancelled and converted into the right to receive 1.72 shares of Huntington common stock, par value $0.01 per share, plus cash of $5.00 per share and cash in lieu of a fractional share, if any, of Huntington common stock. The closing price of a share of FirstMerit common stock on August 15, 2016 was $ 21.61.
- F3These shares were received in exchange for restricted stock awards in respect of an aggregate 38,516 shares of FirstMerit Corporation (FirstMerit) common stock resulting upon the the consummation of the merger of FirstMerit with Huntington Bancshares Incorporated (Huntington) effective August 16, 2016. Upon the consummation of the merger, each share of FirstMerit common stock subject to the awards vested and was cancelled and was automatically converted into the right to receive 1.72 shares of Huntington common stock, par value $0.01 per share, plus cash of $5.00 per share, plus cash in lieu of a fractional share, if any, of Huntington common stock. The closing price of a share of FirstMerit common stock on August 15, 2016 was $ 21.61.
- F4This is a Huntington restricted stock award received in exchange for a 40,424 share restricted stock award with respect to FirstMerit Corporation (FirstMerit) common stock upon the consummation of the merger of FirstMerit with Huntington Bancshares Incorporated (Huntington) effective August 16, 2016. The closing price of a share of FirstMerit common stock on August 15, 2016 was $ 21.61. The award vests in 3 equal annual increments on April 21 of each of the next three years.
- F5These shares were received in exchange for 277shares of FirstMerit Corporation (FirstMerit) common stock upon the consummation of the merger of FirstMerit with Huntington Bancshares Incorporated (Huntington) effective August 16, 2016. Upon the consummation of the merger, each share of FirstMerit common stock, without par value, was automatically cancelled and converted into the right to receive 1.72 shares of Huntington common stock, par value $0.01 per share, plus cash of $5.00 per share and cash in lieu of a fractional share, if any, of Huntington common stock. The closing price of a share of FirstMerit common stock on August 15, 2016 was $ 21.61.