AI brief of an SEC Form 8-K · Huntington Bancshares (HBAN)

Huntington Bancshares to acquire Veritex Holdings in stock merger, 1.95 shares per share

Neutral Impact 5 of 5 m&a Written later

Huntington Bancshares entered a merger agreement on July 13, 2025, under which Veritex Holdings would merge into Huntington, with each Veritex share converted into 1.95 Huntington shares. The deal requires Veritex shareholder approval and regulatory approvals, including from the Federal Reserve and the Office of the Comptroller of the Currency, so it is not yet complete and shareholders of both companies should weigh the terms once further filings are available.

Key points

  • Each Veritex common share will convert into 1.95 shares of Huntington common stock at the Effective Time.
  • Huntington will contribute $10 million to the Huntington Foundation, dedicated to markets where Veritex operates.
  • A $56 million termination fee is payable by Veritex under certain circumstances.
  • Completion requires Veritex shareholder approval, Nasdaq listing authorization, Federal Reserve and OCC approvals, and an effective Form S-4.

The filing

CompanyHuntington Bancshares (HBAN)
Form8-K, current report
Filed with the SECJul 17, 2025, 4:24 PM ET
Accession number0001140361-25-026238

Items reported: 1.01 Material Definitive Agreement

Read the filing on SEC.gov ↗

Written by AI on Nov 8, 2026, 1:10 AM ET, from this filing only. Written later: this filing was briefed after the fact, when past filings were added to the site, so the brief may be read with hindsight; the filing itself is the record of what was known on July 17, 2025.

Briefs are written by AI from the filing text and can contain mistakes — open the filing before acting on anything. Impact (1-5) and tone are the AI's reading of the filing for shareholders, not a price forecast. Not investment advice.