0000049196 srt:MinimumMember us-gaap:FairValueInputsLevel3Member us-gaap:FairValueMeasurementsRecurringMember us-gaap:ResidentialMortgageBackedSecuritiesMemberOperatingSegmentsMember hban:MeasurementInputOptionAdjustedSpreadMember us-gaap:ValuationTechniqueDiscountedCashFlowMember 2019-12-31ServiceChargesRevenueMember hban:RegionalBankingAndTheHuntingtonPrivateClientGroupMember 2020-01-01 2020-06-30

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 March 31,June 30, 2020
huntingtonlogo.jpg
Huntington Bancshares Incorporated
(Exact name of registrant as specified in its charter)
Maryland1-3407331-0724920
(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 ShareHBANNASDAQ
Depositary Shares (each representing a 1/40th interest in a share of 5.875% Series C Non-Cumulative, perpetual preferred stock)HBANNNASDAQ
Depositary Shares (each representing a 1/40th interest in a share of 6.250% Series D Non-Cumulative, perpetual preferred stock)HBANONASDAQ
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 Filerx 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 1,014,218,0941,017,309,583 shares of the registrant’s common stock ($0.01 par value) outstanding on March 31,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 BankBoard
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-LayerLast-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
NPAsNonperforming Assets

2020 1Q2Q Form 10-Q 3



NPAsNonperforming Assets
OCC  Office of the Comptroller of the Currency
OCI  Other Comprehensive Income (Loss)
OLEM  Other Loans Especially Mentioned
OREO  Other Real Estate Owned
OTTIOther-Than-Temporary Impairment
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.

2020 1Q Form 10-Q 5



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 FirstSecond Quarter Results Compared to 2019 FirstSecond Quarter
For the quarter, we reported net income of $48$150 million, or $0.03$0.13 per common share, compared with $358$364 million, or $0.32$0.33 per common share, in the year-ago quarter (see Table 1).quarter.
Fully-taxable equivalent net interest income was $796$797 million, down $33$22 million, or 4%3%. This reflected a 2537 basis point decrease in the FTE net interest margin to 3.14%2.94%, partially offset by the benefit from the $2.6$9.9 billion, or 3%10%, increase in average earning assets.
The provision for credit losses increased $374$268 million year-over-year to $441$327 million in the 2020 firstsecond quarter. Net charge-offs increased $46$59 million to $117$107 million. The oil and gas portfolio accounted for approximately 27%$60 million of totalthe $80 million of commercial NCOs, while one large relationshipnearly all of which resulted from charge-offs on loans sold in the coal industry accounted for an additional 45%.quarter or under contract to be sold. Consumer NCOs of $27 million were down on both a year-over-year basis, consistent with our expectations.and linked quarter basis. Total NCOs represented an annualized 0.62%0.54% of average loans and leases in the current quarter, up from 0.38%0.25% in the year-ago quarter.
Noninterest income was $361$391 million, up $42$17 million, or 13%5%, from the year ago quarter. Mortgage banking income increased $37$62 million, or 176%, and capital markets fees increased $11 million, or 50%182%. Partially offsetting these increases,this increase, service charges on deposit accounts decreased $32 million, or 35%, other noninterest income decreased $8 million, or 21%14%, whileand gain on sale of loans and leases decreased $5 million, or 38%.
Noninterest expense was $652for the 2020 second quarter decreased $25 million, relatively flator 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 9.47%9.84%, down from 9.84%9.88% a year ago. The regulatory Tier 1 risk-based capital ratio was 10.81%11.79% compared to 11.25%11.28% at March 31,June 30, 2019. All capital ratios were impacted by year-over-yearThe balance sheet growth.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 $504$352 million of common stock over the last four quarters including $88 million repurchased during(none in the 2020 first quarter,second quarter) and cash dividends effectively offset earnings, adjusted for the CECL transition, on a year-over-year basis.

6 Huntington Bancshares Incorporated


$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 around the world that has affectedaffects daily living and negatively impactedimpacts 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, which has increasedincreasing unemployment levels and caused extremecausing volatility in the financial markets. While COVID-19 has negatively impactedAs further discussed in “Discussion of Results of Operations,” the economy,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 Coronavirus Aid, Relief,magnitude, we expect the pandemic and Economic Security Act (“CARES Act”) provides for financial stimulus and government lending programs at unprecedented levels. The benefits of these programs, as well as any potential additional stimulus, to effectively support businesses and consumers within the economy are uncertain.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 a well-prepared business continuity plan.plans. To ensure the safety of our branch colleagues, while still meeting the needs of our customers, we have moved to use of branches with drive-thru only, with in-person meetings by appointment.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 such ashave been provided, including medical, emergency paid time off and other programs for those whose families have been directly impacted by the virus,virus. While state and local governments have been added.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. In additionWe continue to these measures, we are workingwork 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. As of April 16, 2020, we have processed approximately 26,000 applications totaling over $6.1 billion.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 ana total allocation of $349$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 a termterms 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.  The Paycheck Protection Program and Health Care Enhancement Act (“PPP / HCEA Act”) was passed by Congress on April 23, 2020 and signed into law on April 24, 2020.  The PPP / HCEA Act authorizes additional funding under the CARES Act of $310 billion for PPP loans to be issued by financial institutions through the SBA.  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. At March 31,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 approximately 12,000 Huntington customers are eligible for this relief.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.

2020 1Q Form 10-Q Refer to the “7



” section for additional details on customer relief.
Federal Reserve BankBoard 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 lendingMain Street Lending facilities to purchase loan participations, under specified conditions, from banks lending to small and medium U.S. businesses.  WeWhile we have not participated in these facilities or programs to date, we may participate in some or all of them,these facilities or programs, including as a lender, agent, or intermediary on behalf of clients or customers or in an advisory capacity.capacity in the future.
Economy
AsOur 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 entered 2020,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 underlyingeconomic 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 were relatively healthy. The COVID-19 pandemic has altered those fundamentals 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 expense110
 185
 231
 253
 256
Net interest income792
 790
 780
 799
 812
Provision for credit losses327
 441
 79
 82
 59
Net interest income after provision for credit losses465
 349
 701
 717
 753
Service charges on deposit accounts60
 87
 95
 98
 92
Card and payment processing income59
 58
 64
 64
 63
Trust and investment management services45
 47
 47
 44
 43
Mortgage banking income96
 58
 58
 54
 34
Capital markets fees31
 33
 31
 36
 34
Insurance income25
 23
 24
 20
 23
Bank owned life insurance income17
 16
 17
 18
 15
Gain on sale of loans and leases8
 8
 16
 13
 13
Net (losses) gains on sales of securities(1) 
 (22) 
 (2)
Other noninterest income51
 31
 42
 42
 59
Total noninterest income391
 361
 372
 389
 374
Personnel costs418
 395
 426
 406
 428
Outside data processing and other services90
 85
 89
 87
 89
Equipment46
 41
 42
 41
 40
Net occupancy39
 40
 41
 38
 38
Professional services11
 11
 14
 16
 12
Amortization of intangibles10
 11
 12
 12
 12
Marketing5
 9
 9
 10
 11
Deposit and other insurance expense9
 9
 10
 8
 8
Other noninterest expense47
 51
 58
 49
 62
Total noninterest expense675
 652
 701
 667
 700
Income before income taxes181
 58
 372
 439
 427
Provision for income taxes31
 10
 55
 67
 63
Net income150
 48
 317
 372
 364
Dividends on preferred shares19
 18
 19
 18
 18
Net income applicable to common shares$131
 $30
 $298
 $354
 $346
          
Average common shares—basic1,016
 1,018
 1,029
 1,035
 1,045
Average common shares—diluted1,029
 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—diluted0.13
 0.03
 0.28
 0.34
 0.33
Return on average total assets0.51% 0.17% 1.15% 1.37% 1.36%
Return on average common shareholders’ equity5.0
 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 rate17.2
 17.0
 14.8
 15.4
 14.6
Revenue—FTE         
Net interest income$792
 $790
 $780
 $799
 $812
FTE adjustment5
 6
 6
 6
 7
Net interest income (2)797
 796
 786
 805
 819
Noninterest income391
 361
 372
 389
 374
Total revenue (2)$1,188
 $1,157
 $1,158
 $1,194
 $1,193


8 Huntington Bancshares Incorporated



Table 1 - Selected Quarterly Income Statement Data
       
Table 2 - Selected Year to Date Income StatementsTable 2 - Selected Year to Date Income Statements
Three Months Ended       
March 31, December 31, September 30, June 30, March 31,Six Months Ended June 30, Change
(amounts in millions, except per share data)2020 2019 2019 2019 20192020 2019 Amount Percent
Interest income$975
 $1,011
 $1,052
 $1,068
 $1,070
$1,877
 $2,138
 $(261) (12)%
Interest expense185
 231
 253
 256
 248
295
 504
 (209) (41)
Net interest income790
 780
 799
 812
 822
1,582
 1,634
 (52) (3)
Provision for credit losses441
 79
 82
 59
 67
768
 126
 642
 510
Net interest income after provision for credit losses349
 701
 717
 753
 755
814
 1,508
 (694) (46)
Service charges on deposit accounts87
 95
 98
 92
 87
148
 179
 (31) (17)
Card and payment processing income58
 64
 64
 63
 56
117
 119
 (2) (2)
Trust and investment management services47
 47
 44
 43
 44
92
 87
 5
 6
Mortgage banking income58
 58
 54
 34
 21
154
 55
 99
 180
Capital markets fees33
 31
 36
 34
 22
64
 56
 8
 14
Insurance income23
 24
 20
 23
 21
48
 44
 4
 9
Bank owned life insurance income16
 17
 18
 15
 16
32
 31
 1
 3
Gain on sale of loans and leases8
 16
 13
 13
 13
17
 26
 (9) (35)
Net (losses) gains on sales of securities
 (22) 
 (2) 
(1) (2) 1
 50
Other noninterest income31
 42
 42
 59
 39
81
 98
 (17) (17)
Total noninterest income361
 372
 389
 374
 319
752
 693
 59
 9
Personnel costs395
 426
 406
 428
 394
814
 822
 (8) (1)
Outside data processing and other services85
 89
 87
 89
 81
175
 170
 5
 3
Equipment41
 42
 41
 40
 40
87
 80
 7
 9
Net occupancy40
 41
 38
 38
 42
79
 80
 (1) (1)
Professional services11
 14
 16
 12
 12
22
 24
 (2) (8)
Amortization of intangibles11
 12
 12
 12
 13
21
 25
 (4) (16)
Marketing9
 9
 10
 11
 7
14
 18
 (4) (22)
Deposit and other insurance expense9
 10
 8
 8
 8
18
 16
 2
 13
Other noninterest expense51
 58
 49
 62
 56
97
 118
 (21) (18)
Total noninterest expense652
 701
 667
 700
 653
1,327
 1,353
 (26) (2)
Income before income taxes58
 372
 439
 427
 421
239
 848
 (609) (72)
Provision for income taxes10
 55
 67
 63
 63
41
 126
 (85) (67)
Net income48
 317
 372
 364
 358
198
 722
 (524) (73)
Dividends on preferred shares18
 19
 18
 18
 19
Dividends declared on preferred shares37
 37
 
 
Net income applicable to common shares$30
 $298
 $354
 $346
 $339
$161
 $685
 $(524) (76)%
                
Average common shares—basic1,018
 1,029
 1,035
 1,045
 1,047
1,017
 1,046
 (29) (3)%
Average common shares—diluted1,035
 1,047
 1,051
 1,060
 1,066
1,032
 1,063
 (31) (3)
Net income per common share—basic$0.03
 $0.29
 $0.34
 $0.33
 $0.32
$0.16
 $0.66
 $(0.50) (76)
Net income per common share—diluted0.03
 0.28
 0.34
 0.33
 0.32
0.16
 0.64
 (0.48) (75)
Return on average total assets0.17% 1.15% 1.37% 1.36% 1.35%
Return on average common shareholders’ equity1.1
 11.1
 13.4
 13.5
 13.8
Return on average tangible common shareholders’ equity (1)1.8
 14.3
 17.3
 17.7
 18.3
Net interest margin (2)3.14
 3.12
 3.20
 3.31
 3.39
Efficiency ratio (3)55.4
 58.4
 54.7
 57.6
 55.8
Effective tax rate17.0
 14.8
 15.4
 14.6
 15.0
       
Revenue—FTE                
Net interest income$790
 $780
 $799
 $812
 $822
$1,582
 $1,634
 $(52) (3)%
FTE adjustment6
 6
 6
 7
 7
11
 14
 (3) (21)
Net interest income (2)796
 786
 805
 819
 829
1,593
 1,648
 (55) (3)
Noninterest income361
 372
 389
 374
 319
752
 693
 59
 9
Total revenue (2)$1,157
 $1,158
 $1,194
 $1,193
 $1,148
$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 1Q2Q Form 10-Q 9


Table of Contents

Net Interest Income / Average Balance Sheet
The following tables detail the change in our average balance sheet and the net interest margin:
Table 2 - Consolidated Average Balance Sheet and Net Interest Margin Analysis
Table 3 - Consolidated Average Balance Sheet and Net Interest Margin AnalysisTable 3 - Consolidated Average Balance Sheet and Net Interest Margin Analysis
Average Balances    Average Balances    
Three Months Ended ChangeThree Months Ended Change
March 31, December 31, September 30, June 30, March 31, 1Q20 vs. 1Q19June 30, March 31, December 31, September 30, June 30, 2Q20 vs. 2Q19
(dollar amounts in millions)2020 2019 2019 2019 2019 Amount Percent2020 2020 2019 2019 2019 Amount Percent
Assets:                          
Interest-bearing deposits in Federal Reserve Bank$680
 $672
 $514
 $518
 $501
 $179
 36 %$3,413
 $680
 $672
 $514
 $518
 $2,895
 559 %
Interest-bearing deposits in banks150
 176
 149
 135
 109
 41
 38
169
 150
 176
 149
 135
 34
 25
Securities:            

            

Trading account securities95
 109
 137
 161
 138
 (43) (31)39
 95
 109
 137
 161
 (122) (76)
Available-for-sale securities:            

            

Taxable11,671
 11,221
 11,096
 10,501
 10,752
 919
 9
11,179
 11,671
 11,221
 11,096
 10,501
 678
 6
Tax-exempt2,753
 2,791
 2,820
 2,970
 3,048
 (295) (10)2,728
 2,753
 2,791
 2,820
 2,970
 (242) (8)
Total available-for-sale securities14,424
 14,012
 13,916
 13,471
 13,800
 624
 5
13,907
 14,424
 14,012
 13,916
 13,471
 436
 3
Held-to-maturity securities—taxable9,428
 8,592
 8,566
 8,771
 8,653
 775
 9
9,798
 9,428
 8,592
 8,566
 8,771
 1,027
 12
Other securities445
 448
 437
 466
 536
 (91) (17)474
 445
 448
 437
 466
 8
 2
Total securities24,392
 23,161
 23,056
 22,869
 23,127
 1,265
 5
24,218
 24,392
 23,161
 23,056
 22,869
 1,349
 6
Loans held for sale865
 950
 877
 734
 700
 165
 24
1,039
 865
 950
 877
 734
 305
 42
Loans and leases: (3)            

            

Commercial:            

            

Commercial and industrial30,849
 30,373
 30,632
 30,644
 30,546
 303
 1
35,284
 30,849
 30,373
 30,632
 30,644
 4,640
 15
Commercial real estate:            

            

Construction1,165
 1,181
 1,165
 1,168
 1,174
 (9) (1)1,201
 1,165
 1,181
 1,165
 1,168
 33
 3
Commercial5,566
 5,625
 5,762
 5,732
 5,686
 (120) (2)5,885
 5,566
 5,625
 5,762
 5,732
 153
 3
Commercial real estate6,731
 6,806
 6,927
 6,900
 6,860
 (129) (2)7,086
 6,731
 6,806
 6,927
 6,900
 186
 3
Total commercial37,580
 37,179
 37,559
 37,544
 37,406
 174
 
42,370
 37,580
 37,179
 37,559
 37,544
 4,826
 13
Consumer:            

            

Automobile12,924
 12,607
 12,181
 12,219
 12,361
 563
 5
12,681
 12,924
 12,607
 12,181
 12,219
 462
 4
Home equity9,026
 9,192
 9,353
 9,482
 9,641
 (615) (6)8,897
 9,026
 9,192
 9,353
 9,482
 (585) (6)
Residential mortgage11,391
 11,330
 11,214
 11,010
 10,787
 604
 6
11,463
 11,391
 11,330
 11,214
 11,010
 453
 4
RV and marine3,590
 3,564
 3,528
 3,413
 3,296
 294
 9
3,706
 3,590
 3,564
 3,528
 3,413
 293
 9
Other consumer1,185
 1,231
 1,261
 1,264
 1,284
 (99) (8)1,082
 1,185
 1,231
 1,261
 1,264
 (182) (14)
Total consumer38,116
 37,924
 37,537
 37,388
 37,369
 747
 2
37,829
 38,116
 37,924
 37,537
 37,388
 441
 1
Total loans and leases75,696
 75,103
 75,096
 74,932
 74,775
 921
 1
80,199
 75,696
 75,103
 75,096
 74,932
 5,267
 7
Allowance for loan and lease losses(1,239) (787) (799) (778) (780) (459) (59)(1,557) (1,239) (787) (799) (778) (779) (100)
Net loans and leases74,457
 74,316
 74,297
 74,154
 73,995
 462
 1
78,642
 74,457
 74,316
 74,297
 74,154
 4,488
 6
Total earning assets101,783
 100,062
 99,692
 99,188
 99,212
 2,571
 3
109,038
 101,783
 100,062
 99,692
 99,188
 9,850
 10
Cash and due from banks914
 864
 817
 835
 853
 61
 7
1,299
 914
 864
 817
 835
 464
 56
Intangible assets2,217
 2,228
 2,240
 2,252
 2,265
 (48) (2)2,206
 2,217
 2,228
 2,240
 2,252
 (46) (2)
All other assets6,472
 6,346
 6,216
 5,982
 5,961
 511
 9
7,205
 6,472
 6,346
 6,216
 5,982
 1,223
 20
Total assets$110,147
 $108,713
 $108,166
 $107,479
 $107,511
 $2,636
 2 %$118,191
 $110,147
 $108,713
 $108,166
 $107,479
 $10,712
 10 %
Liabilities and Shareholders’ Equity:            

            

Interest-bearing deposits:            

            

Demand deposits—interest-bearing$21,202
 $20,140
 19,796
 $19,693
 $19,770
 $1,432
 7 %$23,878
 $21,202
 20,140
 $19,796
 $19,693
 $4,185
 21 %
Money market deposits24,697
 24,560
 24,266
 23,305
 22,935
 1,762
 8
25,728
 24,697
 24,560
 24,266
 23,305
 2,423
 10
Savings and other domestic deposits9,632
 9,552
 9,681
 10,105
 10,338
 (706) (7)10,609
 9,632
 9,552
 9,681
 10,105
 504
 5
Core certificates of deposit (4)3,943
 4,795
 5,666
 5,860
 6,052
 (2,109) (35)3,003
 3,943
 4,795
 5,666
 5,860
 (2,857) (49)
Other domestic time deposits of $250,000 or more321
 313
 315
 310
 335
 (14) (4)230
 321
 313
 315
 310
 (80) (26)
Brokered deposits and negotiable CDs2,884
 2,589
 2,599
 2,685
 3,404
 (520) (15)4,114
 2,884
 2,589
 2,599
 2,685
 1,429
 53
Total interest-bearing deposits62,679
 61,949
 62,323
 61,958
 62,834
 (155) 
67,562
 62,679
 61,949
 62,323
 61,958
 5,604
 9
Short-term borrowings3,383
 1,965
 2,331
 3,166
 2,320
 1,063
 46
826
 3,383
 1,965
 2,331
 3,166
 (2,340) (74)
Long-term debt10,076
 9,886
 9,536
 8,914
 8,979
 1,097
 12
9,802
 10,076
 9,886
 9,536
 8,914
 888
 10
Total interest-bearing liabilities76,138
 73,800
 74,190
 74,038
 74,133
 2,005
 3
78,190
 76,138
 73,800
 74,190
 74,038
 4,152
 6
Demand deposits—noninterest-bearing20,054
 20,643
 19,926
 19,760
 19,938
 116
 1
25,660
 20,054
 20,643
 19,926
 19,760
 5,900
 30
All other liabilities2,319
 2,386
 2,336
 2,206
 2,284
 35
 2
2,396
 2,319
 2,386
 2,336
 2,206
 190
 9
Shareholders’ equity11,636
 11,884
 11,714
 11,475
 11,156
 480
 4
11,945
 11,636
 11,884
 11,714
 11,475
 470
 4
Total liabilities and shareholders’ equity$110,147
 $108,713
 $108,166
 $107,479
 $107,511
 $2,636
 2 %$118,191
 $110,147
 $108,713
 $108,166
 $107,479
 $10,712
 10 %

10 Huntington Bancshares Incorporated

Table of Contents

Table 2 - Consolidated Average Balance Sheet and Net Interest Margin Analysis (Continued)
Table 3 - Consolidated Average Balance Sheet and Net Interest Margin Analysis (Continued)Table 3 - Consolidated Average Balance Sheet and Net Interest Margin Analysis (Continued)
                  
Average Yield Rates (2)Average Yield Rates (2)
Three Months EndedThree Months Ended
March 31, December 31, September 30, June 30, March 31,June 30, March 31, December 31, September 30, June 30,
Fully-taxable equivalent basis (1)2020 2019 2019 2019 20192020 2020 2019 2019 2019
Assets:                  
Interest-bearing deposits in Federal Reserve Bank1.08% 1.66% 2.19% 2.38% 2.40%0.10% 1.08% 1.66% 2.19% 2.38%
Interest-bearing deposits in banks1.52
 1.81
 2.38
 2.08
 1.75
0.33
 1.52
 1.81
 2.38
 2.08
Securities:                  
Trading account securities3.21
 2.45
 2.36
 1.92
 2.03
1.99
 3.21
 2.45
 2.36
 1.92
Available-for-sale securities:                  
Taxable2.62
 2.63
 2.67
 2.73
 2.82
2.30
 2.62
 2.63
 2.67
 2.73
Tax-exempt3.30
 3.43
 3.63
 3.66
 3.69
2.75
 3.30
 3.43
 3.63
 3.66
Total available-for-sale securities2.75
 2.79
 2.87
 2.94
 3.01
2.39
 2.75
 2.79
 2.87
 2.94
Held-to-maturity securities—taxable2.50
 2.50
 2.51
 2.54
 2.52
2.39
 2.50
 2.50
 2.51
 2.54
Other securities2.07
 2.57
 3.15
 3.44
 4.51
0.57
 2.07
 2.57
 3.15
 3.44
Total securities2.64
 2.68
 2.74
 2.79
 2.86
2.35
 2.64
 2.68
 2.74
 2.79
Loans held for sale3.39
 3.40
 3.69
 4.00
 4.07
3.22
 3.39
 3.40
 3.69
 4.00
Loans and leases: (3)                  
Commercial:                  
Commercial and industrial4.12
 4.31
 4.57
 4.82
 4.91
3.62
 4.12
 4.31
 4.57
 4.82
Commercial real estate:                  
Construction4.75
 5.07
 5.50
 5.59
 5.58
3.66
 4.75
 5.07
 5.50
 5.59
Commercial4.00
 4.36
 4.67
 4.88
 5.00
2.94
 4.00
 4.36
 4.67
 4.88
Commercial real estate4.13
 4.48
 4.81
 5.00
 5.10
3.06
 4.13
 4.48
 4.81
 5.00
Total commercial4.12
 4.34
 4.61
 4.85
 4.94
3.53
 4.12
 4.34
 4.61
 4.85
Consumer:                  
Automobile4.05
 4.15
 4.09
 4.02
 3.95
3.84
 4.05
 4.15
 4.09
 4.02
Home equity4.75
 5.03
 5.38
 5.56
 5.61
3.73
 4.75
 5.03
 5.38
 5.56
Residential mortgage3.70
 3.73
 3.80
 3.84
 3.86
3.51
 3.70
 3.73
 3.80
 3.84
RV and marine4.91
 4.96
 4.96
 4.94
 4.96
4.71
 4.91
 4.96
 4.96
 4.94
Other consumer12.39
 12.71
 13.34
 13.29
 13.07
11.10
 12.39
 12.71
 13.34
 13.29
Total consumer4.45
 4.59
 4.72
 4.76
 4.75
4.00
 4.45
 4.59
 4.72
 4.76
Total loans and leases4.29
 4.47
 4.67
 4.80
 4.85
3.75
 4.29
 4.47
 4.67
 4.80
Total earning assets3.88
 4.03
 4.21
 4.35
 4.40
3.35
 3.88
 4.03
 4.21
 4.35
Liabilities:                  
Interest-bearing deposits:                  
Demand deposits—interest-bearing0.43
 0.63
 0.57
 0.58
 0.56
0.07
 0.43
 0.63
 0.57
 0.58
Money market deposits0.81
 0.99
 1.20
 1.15
 1.04
0.40
 0.81
 0.99
 1.20
 1.15
Savings and other domestic deposits0.17
 0.20
 0.22
 0.23
 0.23
0.10
 0.17
 0.20
 0.22
 0.23
Core certificates of deposit (4)1.91
 2.09
 2.17
 2.15
 2.11
1.55
 1.91
 2.09
 2.17
 2.15
Other domestic time deposits of $250,000 or more1.56
 1.70
 1.85
 1.92
 1.82
1.25
 1.56
 1.70
 1.85
 1.92
Brokered deposits and negotiable CDs1.22
 1.67
 2.21
 2.39
 2.38
0.18
 1.22
 1.67
 2.21
 2.39
Total interest-bearing deposits0.68
 0.87
 0.98
 0.97
 0.94
0.28
 0.68
 0.87
 0.98
 0.97
Short-term borrowings1.46
 1.66
 2.28
 2.41
 2.41
0.47
 1.46
 1.66
 2.28
 2.41
Long-term debt2.70
 3.50
 3.59
 3.91
 3.98
2.58
 2.70
 3.50
 3.59
 3.91
Total interest-bearing liabilities0.98
 1.24
 1.36
 1.39
 1.35
0.57
 0.98
 1.24
 1.36
 1.39
                  
Net interest rate spread2.90
 2.79
 2.85
 2.96
 3.05
2.78
 2.90
 2.79
 2.85
 2.96
Impact of noninterest-bearing funds on margin0.24
 0.33
 0.35
 0.35
 0.34
0.16
 0.24
 0.33
 0.35
 0.35
Net interest margin3.14% 3.12% 3.20% 3.31% 3.39%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 derivatives, non-deferrable fees, 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 1Q2Q Form 10-Q 11



2020 FirstSecond Quarter versus 2019 FirstSecond Quarter
FTE net interest income for the 2020 firstsecond quarter decreased $33$22 million, or 4%3%, from the 2019 firstsecond quarter. This reflected a 2537 basis point decrease in the NIMFTE net interest income to 3.14%2.94%, partially offset by the benefit from the $2.6a $9.9 billion, or 3%10%, increase in average earning assets. The NIM compression reflected a 52100 basis point year-over-year decrease in average earning asset yields and a 1019 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 3741 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 in the quarter on commercial and home equity loan yields.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 2640 basis points) and lower long-term debtshort-term borrowings costs (down 12899 basis points), both reflecting the impact ofdue 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.
Average earning assets forCompared to the 2020 first quarter, average earning assets increased $2.6$7.3 billion, or 3%7%, from the year-ago quarter, primarily reflecting a $1.3$4.5 billion, or 5%, increase in average total securities and a $0.9 billion, or 1%6%, increase in average total loans and leases. The increase in average total securities primarily reflected portfolio growthleases and the mark-to-market of the available-for-sale portfolio. Average residential mortgage loans increased $0.6a $2.7 billion, or 6%, reflecting robust portfolio mortgage production over the past four quarters. Average automobile loans increased $0.6 billion, or 5%, driven by strong production over the past two quarters. 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 first quarter increased $2.0 billion, or 3%, from the year-ago quarter. Average total debt increased $2.2 billion, or 19%, to fund the increase in the size of our securities portfolio as part of our interest rate hedging strategy. Average total deposits remained flat, while average total core deposits increased $0.5 billion, or 1%. Average money market deposits increased $1.8 billion, or 8%, reflecting growth driven by promotional pricing and a continued shift in consumer product mix. Average total demand deposits increased $1.5 billion, or 4%, primarily driven by commercialinterest-bearing demand deposit growth. Partially offsetting these increases, average core CDs decreased $2.1 billion, or 35%, reflecting the maturity of the balances related to the 2018 consumer deposit growth initiatives. Savings and other domestic deposits decreased $0.7 billion, or 7%, primarily reflecting a continued shift in consumer product mix. Average brokered deposits and negotiable CDs decreased $0.5 billion, or 15%, reflecting the maturity of brokered CDs in the 2019 first quarter.
2020 First Quarter versus 2019 Fourth Quarter
Compared to the 2019 fourth quarter, FTE net interest income increased $10 million, or 1%, reflecting NIM expansion of 2 basis points and a 2% increase in average earning assets. The NIM expansion reflected a 26 basis point decrease in average interest-bearing liability costs partially offset by a 15 basis point decrease in average earning asset yields and a 9 basis point decrease in the benefit from noninterest-bearing funds. The decrease in average interest-bearing liability costs primarily reflects lower interest-bearing deposit costs (down 19 basis points) and lower long-term debt costs (down 80 basis points), both reflecting the impact of lower interest rates. Long-term debt costs in the 2020 first quarter also benefited from approximately $10 million (or 40 basis points) of derivative ineffectiveness. The decrease in earning asset yields was primarily driven by the impact of lower interest rates in the quarter on commercial and home equity loan yields.
Compared to the 2019 fourth quarter, average earning assets increased $1.7 billion, or 2%, primarily reflecting a $1.2 billion, or 5%402%, increase in average total securities and a $0.6 billion, or 1%, increase in average total loans and leases. The increase in average total securities primarily reflected portfolio growth.interest-bearing deposits at the Federal Reserve Bank. Average C&I loans increased $0.5 billion, or 2%, reflecting growth in corporate banking, asset finance, and dealer floorplan.
Average total interest-bearing liabilities increased $2.3 billion, or 3%. Average total debt increased $1.6$4.4 billion, or 14%, to fund the increase in the size of our securities portfolio as part of our interest rate hedging strategy. Average total demand deposits increased $0.5 billion, or 1%, primarily driven by commercial interest-bearing demand deposit growth. Average core CDs decreased $0.9 billion, or 18%, reflecting the maturity$4.1 billion of balances related to the 2018 consumer deposit growth initiatives.average PPP loans.

12 Huntington Bancshares Incorporated


While not materially impacting average balances forCompared to the 2020 first quarter, period-end loansaverage total interest-bearing liabilities increased $2.6$2.1 billion, or 3%. Average total deposits increased $10.5 billion, or 13%, compared with year-end. Thiswhile average total core deposits increased $9.4 billion, or 12%. The increase in average total core deposits was primarily driven by a $2.3commercial 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 7%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 banks159
 122
 37
 30
 0.89
 1.93
Securities:    

 

    
Trading account securities67
 149
 (82) (55) 2.86
 1.97
Available-for-sale securities:    

 

    
Taxable11,425
 10,626
 799
 8
 2.46
 2.78
Tax-exempt2,740
 3,008
 (268) (9) 3.03
 3.68
Total available-for-sale securities14,165
 13,634
 531
 4
 2.57
 2.98
Held-to-maturity securities—taxable9,613
 8,713
 900
 10
 2.44
 2.53
Other securities460
 501
 (41) (8) 1.30
 4.01
Total securities24,305
 22,997
 1,308
 6
 2.50
 2.82
Loans held for sale952
 717
 235
 33
 3.30
 4.04
Loans and leases: (3)      

    
Commercial:      

    
Commercial and industrial33,066
 30,595
 2,471
 8
 3.86
 4.87
Commercial real estate:      

    
Construction1,183
 1,171
 12
 1
 4.19
 5.58
Commercial5,726
 5,710
 16
 
 3.45
 4.94
Commercial real estate6,909
 6,881
 28
 
 3.58
 5.05
Total commercial39,975
 37,476
 2,499
 7
 3.81
 4.90
Consumer:      

    
Automobile12,803
 12,290
 513
 4
 3.95
 3.98
Home equity8,961
 9,561
 (600) (6) 4.24
 5.57
Residential mortgage11,427
 10,899
 528
 5
 3.60
 3.85
RV and marine3,648
 3,355
 293
 9
 4.81
 4.95
Other consumer1,133
 1,273
 (140) (11) 11.77
 13.27
Total consumer37,972
 37,378
 594
 2
 4.23
 4.75
Total loans and leases77,947
 74,854
 3,093
 4
 4.01
 4.83
Allowance for loan and lease losses(1,398) (779) (619) (79)    
Net loans and leases76,549
 74,075
 2,474
 3
    
Total earning assets105,410
 99,200
 6,210
 6
 3.60% 4.38%
Cash and due from banks1,106
 844
 262
 31
    
Intangible assets2,211
 2,258
 (47) (2)    
All other assets6,840
 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 deposits25,213
 23,121
 2,092
 9
 0.60
 1.10
Savings and other domestic deposits10,120
 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 more720
 323
 397
 123
 1.81
 1.87
Brokered deposits and negotiable CDs3,499
 3,042
 457
 15
 0.61
 2.39
Total interest-bearing deposits65,120
 62,409
 2,711
 4
 0.47
 0.95
Short-term borrowings2,105
 2,745
 (640) (23) 1.26
 2.41
Long-term debt9,939
 8,946
 993
 11
 2.64
 3.95
Total interest-bearing liabilities77,164
 74,100
 3,064
 4
 0.77
 1.37
Demand deposits—noninterest-bearing$22,857
 $19,833
 3,024
 15
 
 
All other liabilities2,358
 2,245
 113
 5
    
Shareholders’ equity11,790
 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 commercialaverage 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 draws on commercial lines of creditan increase in late March. Additionally, period-end deposits increased $4.5 billion, or 5%, comparedC&I lending. Average earning asset yields decreased 78 basis points due to 2019 year-end. The increase wasa 82 basis point decline in loan yields. Average funding costs decreased 60 basis points, primarily driven by a $3.3 billion, or 8% increase in demandlower cost of interest-bearing deposits primarily reflecting commercial deposit inflows in late March(down 48 basis points) and seasonal government banking deposit inflows, and a $1.3 billion, or 51%, increase in brokered deposits.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 firstsecond quarter was $441$327 million, which increased $374$268 million, or 558%454%, compared to the 2019 second quarter . On a year-to-date basis, provision for credit losses for the first quarter 2019.six-month period of 2020 was $768 million, an increase of $642 million, or 510%, compared to the year-ago period. The increase from the 2019 first quarter provision for credit losses is attributed to the deteriorating economic outlook resulting from the COVID-19 pandemic, the increase in commercial charge-offs, and risk rating downgrades within the oil and gas, portfolio.hospitality and other commercial portfolios.
Noninterest Income
The following table reflects noninterest income for each of the periods presented: 
Table 3 - Noninterest Income
Table 5 - Noninterest IncomeTable 5 - Noninterest Income
Three Months Ended 1Q20 vs. 1Q19 1Q20 vs. 4Q19Three Months Ended 2Q20 vs. 2Q19 2Q20 vs. 1Q20
March 31, December 31, March 31, Change ChangeJune 30, March 31, June 30, Change Change
(dollar amounts in millions)2020 2019 2019 Amount Percent Amount Percent2020 2020 2019 Amount Percent Amount Percent
Service charges on deposit accounts$87
 $95
 $87
 $
  % $(8) (8)%$60
 $87
 $92
 $(32) (35)% $(27) (31)%
Card and payment processing income58
 64
 56
 2
 4
 (6) (9)59
 58
 63
 (4) (6) 1
 2
Trust and investment management services47
 47
 44
 3
 7
 
 
45
 47
 43
 2
 5
 (2) (4)
Mortgage banking income58
 58
 21
 37
 176
 
 
96
 58
 34
 62
 182
 38
 66
Capital markets fees33
 31
 22
 11
 50
 2
 6
31
 33
 34
 (3) (9) (2) (6)
Insurance income23
 24
 21
 2
 10
 (1) (4)25
 23
 23
 2
 9
 2
 9
Bank owned life insurance income16
 17
 16
 
 
 (1) (6)17
 16
 15
 2
 13
 1
 6
Gain on sale of loans and leases8
 16
 13
 (5) (38) (8) (50)8
 8
 13
 (5) (38) 
 
Net (losses) gains on sales of securities
 (22) 
 
 
 22
 100
(1) 
 (2) 1
 50
 (1) (100)
Other noninterest income31
 42
 39
 (8) (21) (11) (26)51
 31
 59
 (8) (14) 20
 65
Total noninterest income$361
 $372
 $319
 $42
 13 % $(11) (3)%$391
 $361
 $374
 $17
 5 % $30
 8 %
2020 FirstSecond Quarter versus 2019 FirstSecond Quarter
Total noninterest income for the 2020 firstsecond quarter increased $42$17 million, or 13%5%, from the year-ago quarter. Mortgage banking income increased $37$62 million, or 176%182%, primarily reflecting an 86% increase in salable mortgage originations, higher secondary marketing spreads and a $7 million105% increase in income from net MSR risk management. Capital markets fees increased $11salable mortgage originations. Partially offsetting this increase, service charges on deposit accounts decreased $32 million, or 50%35%, driven by an increase in interest rate derivativesprimarily reflecting reduced customer activity and $6 million of unfavorable commodities derivatives mark-to-market adjustments in the year-ago quarter.pandemic-related fee waivers. Other noninterest income decreased $8 million, or 21%14%, primarily due to lower fixed income brokerage incomeas 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 negative mark-to-market changes$2 million of mezzanine gains. Partially offsetting these items, the 2020 second quarter included a $13 million gain on mutual fundsthe annuitization of a retiree health plan, a $5 million gain on the sale of the retirement plan services recordkeeping business, and derivative liabilities, thus partially offsetting the aforementioned increases.$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 1Q2Q Form 10-Q 1315


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2020 FirstSecond Quarter versus 2019 Fourth2020 First Quarter
Compared to the 2019 fourth2020 first quarter, total noninterest income decreased $11increased $30 million, or 3%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 income117
 119
 (2) (2)
Trust and investment management services92
 87
 5
 6
Mortgage banking income154
 55
 99
 180
Capital markets fees64
 56
 8
 14
Insurance income48
 44
 4
 9
Bank owned life insurance income32
 31
 1
 3
Gain on sale of loans and leases17
 26
 (9) (35)
Net (losses) gains on sales of securities(1) (2) 1
 50
Other noninterest income81
 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 $11$17 million, or 26%17%, primarily as a result of negativeseveral 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 mutual fundseconomic hedges, $4 million of mezzanine gains and derivative liabilities as well as lowerhigher fixed income brokerage income. Partially offsetting these decreases, the current year included a $13 million gain on terminated leases. Service chargesthe annuitization of a retiree health plan, a $5 million gain on deposit accounts decreased $8the sale of the retirement plan services recordkeeping business and $2 million or 8%, primarily reflecting seasonality.of mezzanine losses. Gain on sale of loans and leases decreased $8$9 million or 50%35%, primarily due to seasonality oflower SBA loan sales and lower technology lease sales. Cards and payment processing income decreased $6 million, or 9%, primarily reflecting seasonality and lower card usage late in the 2020 first quarter. Partially offsetting these decreases, net gains on sale of securities were less than $1 million in the 2020 first quarter compared to $22 million of net losses in the prior quarter related to the $2 billion portfolio repositioning completed in the 2019 fourth quarter.

16 Huntington Bancshares Incorporated

Table of Contents

Noninterest Expense
The following table reflects noninterest expense for each of the periods presented: 
Table 4 - Noninterest Expense
Table 7 - Noninterest ExpenseTable 7 - Noninterest Expense
Three Months Ended 1Q20 vs. 1Q19 1Q20 vs. 4Q19Three Months Ended 2Q20 vs. 2Q19 2Q20 vs. 1Q20
March 31, December 31, March 31, Change ChangeJune 30, March 31, June 30, Change Change
(dollar amounts in millions)2020 2019 2019 Amount Percent Amount Percent2020 2020 2019 Amount Percent Amount Percent
Personnel costs$395
 $426
 $394
 $1
  % $(31) (7)%$418
 $395
 $428
 $(10) (2)% $23
 6 %
Outside data processing and other services85
 89
 81
 4
 5
 (4) (4)90
 85
 89
 1
 1
 5
 6
Equipment41
 42
 40
 1
 3
 (1) (2)46
 41
 40
 6
 15
 5
 12
Net occupancy40
 41
 42
 (2) (5) (1) (2)39
 40
 38
 1
 3
 (1) (3)
Professional services11
 14
 12
 (1) (8) (3) (21)11
 11
 12
 (1) (8) 
 
Amortization of intangibles11
 12
 13
 (2) (15) (1) (8)10
 11
 12
 (2) (17) (1) (9)
Marketing9
 9
 7
 2
 29
 
 
5
 9
 11
 (6) (55) (4) (44)
Deposit and other insurance expense9
 10
 8
 1
 13
 (1) (10)9
 9
 8
 1
 13
 
 
Other noninterest expense51
 58
 56
 (5) (9) (7) (12)47
 51
 62
 (15) (24) (4) (8)
Total noninterest expense$652
 $701
 $653
 $(1)  % $(49) (7)%$675
 $652
 $700
 $(25) (4)% $23
 4 %
Number of employees (average full-time equivalent)15,386
 15,495
 15,738
 (352) (2)% (109) (1)%15,703
 15,386
 15,780
 (77)  % 317
 2 %
2020 FirstSecond Quarter versus 2019 FirstSecond Quarter
Total noninterest expense for the 2020 firstsecond quarter decreased $1$25 million, or less than 1%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 Quarterversus2019 Fourth Quarter
Total noninterest expense decreased $49increased $23 million, or 7%4%, from the 2019 fourth2020 first quarter. Personnel costs decreased $31increased $23 million, or 7%6%, primarily reflecting higher incentive compensation, particularly in mortgage, and the $15 milliontiming of equity compensation expense related to position reductions completed in the 2019 fourth quarter as well as lower incentive compensationsecond quarter. Outside data processing and medical expenses.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 services175
 170
 5
 3
Equipment87
 80
 7
 9
Net occupancy79
 80
 (1) (1)
Professional services22
 24
 (2) (8)
Marketing14
 18
 (4) (22)
Amortization of intangibles21
 25
 (4) (16)
Deposit and other insurance expense18
 16
 2
 13
Other noninterest expense97
 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 $7$21 million, or 12%18%, primarily as a result of a $4 million final true-up in the 2019 fourth quarter of the earn out related to the Hutchinson, Shockey, Erley & Co. acquisition and reducedlower 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


Table of Contents

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 firstsecond quarter was $10$31 million. This compared with a provision for income taxes of $63 million in the 2019 firstsecond quarter and $55$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 fourth quarter.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 2019 first quarter,were 17.2%, 14.6%, and 2019 fourth quarter were 17.0%, 15.0%,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 firstsecond quarter compared to the 2019 firstsecond quarter, and the six month period ended June 30, 2020 compared to the six month period ended June 30, 2019 fourth quarterin 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 $236$222 million and the net state deferred tax asset was $35$33 million at March 31,June 30, 2020.

14 Huntington Bancshares Incorporated

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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 3 “Investment 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

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We continue to 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 continuedongoing expansion of portfolio management resources demonstrates our commitment to maintaining an aggregate moderate-to-low risk profile. In our efforts to continue to identify risk mitigation techniques, we have focused on product design features, origination policies, and solutions for delinquent or stressed borrowers.
Currently, we are in the process of assessingWe 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 our customers immediately with offers of payment deferrals, suspended repossessions and foreclosures, and eliminatingelimination of late fees.  We believe that these decisions are an appropriate responsedue to the widespread impact to the economic conditions acrosshad on both commercial and consumer borrowers.  The longer term impact of our response is dependent upon a significant number of variables, including the durationcontinuation of the shelter in place orders, definitionre-opening of essential businesses,the economy and economy re-opening strategies implemented by the various federal, state, and local governments.  Increasedimpacts resulting from continued elevated unemployment and decreased consumer confidence willthat could lead to an increased risk of delinquencies, defaults, and foreclosures in our consumer portfolio. IncreasedAdditionally, increased credit deterioration will lead to elevated default rates in our COVID-19industries highly impacted industries. 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 economictable 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 PortfolioDeferred%
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 was rapidly evolving atin the endlevel 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.

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Table of Contents

whileThe 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 can expect to see a negative impact in upcoming quarters, it is too early to quantify the impact. Huntington will comply with all aspects of the CARES Act, will continue to provide PPP loans as the funding is available, and will work with customers that request assistance or have been negatively impacted. 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 5 - Loan and Lease Portfolio Composition
Table 10 - Loan and Lease Portfolio CompositionTable 10 - Loan and Lease Portfolio Composition
                                      
(dollar amounts in millions)March 31,
2020
 December 31,
2019
 September 30,
2019
 June 30,
2019
 March 31,
2019
June 30,
2020
 March 31,
2020
 December 31,
2019
 September 30,
2019
 June 30,
2019
Commercial:                                      
Commercial and industrial$32,959
 42% $30,664
 41% $30,394
 41% $30,608
 41% $30,972
 41%$34,879
 44% $32,959
 42% $30,664
 41% $30,394
 41% $30,608
 41%
Commercial real estate:                                      
Construction1,180
 2
 1,123
 1
 1,157
 2
 1,146
 1
 1,152
 2
1,200
 1
 1,180
 2
 1,123
 1
 1,157
 2
 1,146
 1
Commercial5,793
 7
 5,551
 7
 5,698
 8
 5,742
 8
 5,643
 8
5,979
 7
 5,793
 7
 5,551
 7
 5,698
 8
 5,742
 8
Commercial real estate6,973
 9
 6,674
 8
 6,855
 10
 6,888
 9
 6,795
 10
7,179
 8
 6,973
 9
 6,674
 8
 6,855
 10
 6,888
 9
Total commercial39,932
 51
 37,338
 49
 37,249
 51
 37,496
 50
 37,767
 51
42,058
 52
 39,932
 51
 37,338
 49
 37,249
 51
 37,496
 50
Consumer:                                      
Automobile12,907
 17
 12,797
 17
 12,292
 15
 12,173
 16
 12,272
 16
12,678
 16
 12,907
 17
 12,797
 17
 12,292
 15
 12,173
 16
Home equity9,010
 11
 9,093
 12
 9,300
 12
 9,419
 12
 9,551
 13
8,866
 11
 9,010
 11
 9,093
 12
 9,300
 12
 9,419
 12
Residential mortgage11,398
 15
 11,376
 15
 11,247
 15
 11,182
 15
 10,885
 14
11,621
 15
 11,398
 15
 11,376
 15
 11,247
 15
 11,182
 15
RV and marine3,643
 5
 3,563
 5
 3,553
 5
 3,492
 5
 3,344
 4
3,843
 5
 3,643
 5
 3,563
 5
 3,553
 5
 3,492
 5
Other consumer1,145
 1
 1,237
 2
 1,251
 2
 1,271
 2
 1,260
 2
1,073
 1
 1,145
 1
 1,237
 2
 1,251
 2
 1,271
 2
Total consumer38,103
 49
 38,066
 51
 37,643
 49
 37,537
 50
 37,312
 49
38,081
 48
 38,103
 49
 38,066
 51
 37,643
 49
 37,537
 50
Total loans and leases$78,035
 100% $75,404
 100% $74,892
 100% $75,033
 100% $75,079
 100%$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.

1620 Huntington Bancshares Incorporated

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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 6 - Loan and Lease Portfolio by Industry Type
Table 11 - Loan and Lease Portfolio by Industry TypeTable 11 - Loan and Lease Portfolio by Industry Type
                                      
(dollar amounts in millions)March 31,
2020
 December 31,
2019
 September 30,
2019
 June 30,
2019
 March 31,
2019
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$6,991
 9% $6,662
 9% $6,826
 9% $6,983
 9% $6,955
 9%$7,117
 9% $6,991
 9% $6,662
 9% $6,826
 9% $6,983
 9%
Manufacturing6,147
 8
 5,846
 7
 5,248
 7
 5,141
 7
 5,329
 7
Retail trade (1)5,886
 8
 5,239
 7
 5,031
 7
 5,161
 7
 5,266
 7
5,053
 6
 5,886
 8
 5,239
 7
 5,031
 7
 5,161
 7
Manufacturing5,846
 7
 5,248
 7
 5,141
 7
 5,329
 7
 5,338
 7
Health care and social assistance3,534
 4
 2,815
 4
 2,498
 3
 2,604
 3
 2,497
 3
Finance and insurance3,670
 5
 3,307
 4
 3,308
 4
 3,473
 5
 3,457
 5
3,345
 4
 3,670
 5
 3,307
 4
 3,308
 4
 3,473
 5
Health care and social assistance2,815
 4
 2,498
 3
 2,604
 3
 2,497
 3
 2,575
 3
Accommodation and food services2,877
 4
 2,081
 3
 2,072
 3
 2,008
 3
 1,868
 2
Wholesale trade2,555
 3
 2,437
 3
 2,449
 3
 2,604
 3
 2,725
 4
2,352
 3
 2,555
 3
 2,437
 3
 2,449
 3
 2,604
 3
Accommodation and food services2,081
 3
 2,072
 3
 2,008
 3
 1,868
 2
 1,782
 2
Mining, quarrying, and oil and gas extraction1,162
 1
 1,304
 2
 1,375
 2
 1,310
 2
 1,306
 2
Professional, scientific, and technical services1,615
 2
 1,360
 2
 1,242
 2
 1,336
 2
 1,401
 2
2,177
 3
 1,615
 2
 1,360
 2
 1,347
 2
 1,336
 2
Other services1,358
 2
 1,310
 2
 1,347
 2
 1,360
 2
 1,243
 2
1,510
 2
 1,358
 2
 1,310
 2
 1,324
 2
 1,360
 2
Construction1,492
 2
 962
 1
 900
 1
 973
 1
 892
 1
Transportation and warehousing1,211
 2
 1,207
 2
 1,324
 2
 1,240
 2
 1,323
 2
1,338
 2
 1,211
 2
 1,207
 2
 1,242
 2
 1,240
 2
Construction962
 1
 900
 1
 973
 1
 892
 1
 973
 1
Mining, quarrying, and oil and gas extraction930
 1
 1,162
 1
 1,304
 2
 1,375
 2
 1,310
 2
Admin./Support/Waste Mgmt. and Remediation Services916
 1
 693
 1
 731
 1
 687
 1
 681
 1
Information728
 1
 649
 1
 619
 1
 527
 1
 522
 1
759
 1
 728
 1
 649
 1
 619
 1
 527
 1
Arts, entertainment, and recreation694
 1
 690
 1
 654
 1
 617
 1
 585
 1
732
 1
 694
 1
 690
 1
 654
 1
 617
 1
Admin./Support/Waste Mgmt. and Remediation Services693
 1
 731
 1
 687
 1
 681
 1
 690
 1
Utilities629
 1
 546
 1
 419
 1
 445
 1
 428
 1
573
 1
 629
 1
 546
 1
 419
 1
 445
 1
Educational services465
 
 463
 
 467
 1
 481
 1
 478
 1
559
 
 465
 
 463
 
 467
 1
 481
 1
Public administration259
 
 261
 
 254
 
 247
 
 249
 
302
 
 259
 
 261
 
 237
 
 247
 
Agriculture, forestry, fishing and hunting141
 
 154
 
 172
 
 174
 
 171
 
140
 
 141
 
 154
 
 172
 
 174
 
Management of companies and enterprises104
 
 105
 
 112
 
 103
 
 113
 
115
 
 104
 
 105
 
 112
 
 103
 
Unclassified/Other67
 
 195
 
 237
 1
 168
 
 187
 
90
 
 67
 
 195
 
 254
 1
 168
 
Total commercial loans and leases by industry category39,932
 51
 37,338
 49
 37,249
 51
 37,496
 50
 37,767
 51
42,058
 52
 39,932
 51
 37,338
 49
 37,249
 51
 37,496
 50
Automobile12,907
 17
 12,797
 17
 12,292
 15
 12,173
 16
 12,272
 16
12,678
 16
 12,907
 17
 12,797
 17
 12,292
 15
 12,173
 16
Home equity9,010
 11
 9,093
 12
 9,300
 12
 9,419
 12
 9,551
 13
Residential mortgage11,398
 15
 11,376
 15
 11,247
 15
 11,182
 15
 10,885
 14
11,621
 15
 11,398
 15
 11,376
 15
 11,247
 15
 11,182
 15
Home Equity8,866
 11
 9,010
 11
 9,093
 12
 9,300
 12
 9,419
 12
RV and marine3,643
 5
 3,563
 5
 3,553
 5
 3,492
 5
 3,344
 4
3,843
 5
 3,643
 5
 3,563
 5
 3,553
 5
 3,492
 5
Other consumer loans1,145
 1
 1,237
 2
 1,251
 2
 1,271
 2
 1,260
 2
1,073
 1
 1,145
 1
 1,237
 2
 1,251
 2
 1,271
 2
Total loans and leases$78,035
 100% $75,404
 100% $74,892
 100% $75,033
 100% $75,079
 100%$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, $3.6 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 and March 31, 2019, respectively.
Credit Quality
(This section should be read in conjunction with Note 4 “Loans / 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 1Q2Q Form 10-Q 1721


Table of Contents

Credit quality performance in the 2020 firstsecond quarter reflected total NCOs as a percent of average loans, annualized, of 0.62%0.54%, an increasea decrease from 0.39%0.62% in the prior quarter. Total NCOs were $117$107 million, an increasea decrease of $44$10 million from the prior quarter. The increase was centered within the oil and gas portfolio andquarter, primarily driven by a $38$7 million coal-related commercial credit.or 21% decrease in Consumer NCOs have remained consistent with the prior quarter.NCOs. NPAs increased from the prior quarter by $88$127 million, driven predominately by additions from the oil and gas portfolio. NPAs to total loans and leases increased to 0.75%0.89%.
NPAs, NALs, AND TDRs
(This section should be read in conjunction with Note 4 “Loans / 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 $426$513 million of commercial related NALs at March 31,June 30, 2020, $329$389 million, or 77%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 7 - Nonaccrual Loans and Leases and Nonperforming Assets
Table 12 - Nonaccrual Loans and Leases and Nonperforming Assets (1)Table 12 - Nonaccrual Loans and Leases and Nonperforming Assets (1)
                  
(dollar amounts in millions)March 31,
2020
 December 31,
2019
 September 30,
2019
 June 30,
2019
 March 31,
2019
June 30,
2020
 March 31,
2020
 December 31,
2019
 September 30,
2019
 June 30,
2019
Nonaccrual loans and leases (NALs):                  
Commercial and industrial$396
 $323
 $291
 $281
 $271
$485
 $396
 $323
 $291
 $281
Commercial real estate30
 10
 12
 17
 9
28
 30
 10
 12
 17
Automobile6
 4
 5
 4
 4
8
 6
 4
 5
 4
Home equity58
 59
 60
 60
 64
59
 58
 59
 60
 60
Residential mortgage66
 71
 69
 62
 68
66
 66
 71
 69
 62
RV and marine2
 1
 1
 1
 1
2
 2
 1
 1
 1
Other consumer
 
 
 
 

 
 
 
 
Total nonaccrual loans and leases558
 468
 438
 425
 417
648
 558
 468
 438
 425
Other real estate, net:                  
Residential8
 9
 10
 10
 14
5
 8
 9
 10
 10
Commercial2
 2
 2
 4
 4
2
 2
 2
 2
 4
Total other real estate, net10
 11
 12
 14
 18
7
 10
 11
 12
 14
Other NPAs (1)(2)18
 19
 32
 21
 26
58
 18
 19
 32
 21
Total nonperforming assets$586
 $498
 $482
 $460
 $461
$713
 $586
 $498
 $482
 $460
                  
Nonaccrual loans and leases as a % of total loans and leases0.72% 0.62% 0.58% 0.57% 0.56%0.81% 0.72% 0.62% 0.58% 0.57%
NPA ratio (2)(3)0.75
 0.66
 0.64
 0.61
 0.61
0.89
 0.75
 0.66
 0.64
 0.61
 
(1)Other nonperforming assets include certain impaired investment securities and/Generally excludes loans that were under payment deferral or nonaccrual loans held-for-sale.granted other assistance, including amendments or waivers of financial covenants in response to the COVID-19 pandemic.
(2)Nonperforming assets divided by the sum of loans and leases, other real estate owned, and other NPAs.
(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.

1822 Huntington Bancshares Incorporated

Table of Contents

2020 FirstSecond Quarter versus 2019 Fourth Quarter.
Total NPAs increased by $88$215 million, or 18%43%, compared with December 31, 2019, driven by $242 million new NPAs in the C&I portfolio, including a $139 millionsignificant increase related to oil and gas. This increase was partially offset by charge-offs and payments in the C&I portfolio.gas loans.
TDR Loans
(This section should be read in conjunction with Note 4 “Loans / 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 issued an “Interagency Statement on Loan Modificationsincluding the FRB and Reporting for Financial Institutions Working with Customers Affected by the Coronavirus.”  This guidance encouragesOCC 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 guidance goesstatements 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 alsofurther 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 79%75% of the total TDR balance remains accruing as borrowers continue to make their monthly payments, resulting in no identified credit losses. As of March 31,June 30, 2020, over 80%83% of the $446$438 million of accruing TDRs secured by residential real estate (residential mortgage and home equity in Table 8)13) are current on their required payments, with over 61%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


Table of Contents

The table below presents our accruing and nonaccruing TDRs at period-end for each of the past five quarters:
Table 8 - Accruing and Nonaccruing Troubled Debt Restructured Loans
Table 13 - Accruing and Nonaccruing Troubled Debt Restructured LoansTable 13 - Accruing and Nonaccruing Troubled Debt Restructured Loans
                  
(dollar amounts in millions)March 31,
2020
 December 31,
2019
 September 30,
2019
 June 30,
2019
 March 31,
2019
June 30,
2020
 March 31,
2020
 December 31,
2019
 September 30,
2019
 June 30,
2019
TDRs—accruing:                  
Commercial and industrial$219
 $213
 $225
 $245
 $270
$192
 $219
 $213
 $225
 $245
Commercial real estate37
 37
 40
 48
 60
35
 37
 37
 40
 48
Automobile42
 40
 39
 37
 37
52
 42
 40
 39
 37
Home equity219
 226
 233
 241
 247
209
 219
 226
 233
 241
Residential mortgage227
 223
 221
 221
 219
229
 227
 223
 221
 221
RV and marine3
 3
 3
 2
 2
6
 3
 3
 3
 2
Other consumer11
 11
 10
 10
 9
10
 11
 11
 10
 10
Total TDRs—accruing758
 753
 771
 804
 844
733
 758
 753
 771
 804
TDRs—nonaccruing:                  
Commercial and industrial119
 109
 84
 88
 86
169
 119
 109
 84
 88
Commercial real estate4
 6
 6
 6
 6
3
 4
 6
 6
 6
Automobile2
 2
 3
 3
 3
2
 2
 2
 3
 3
Home equity25
 26
 26
 26
 28
26
 25
 26
 26
 26
Residential mortgage42
 42
 44
 43
 43
43
 42
 42
 44
 43
RV and marine2
 1
 1
 1
 1
1
 2
 1
 1
 1
Other consumer
 
 
 
 

 
 
 
 
Total TDRs—nonaccruing194
 186
 164
 167
 167
244
 194
 186
 164
 167
Total TDRs$952
 $939
 $935
 $971
 $1,011
$977
 $952
 $939
 $935
 $971
Overall TDRs increased slightly in the quarter. Payment deferrals and forbearance plans entered into towardsquarter, but have remained relatively consistent over the end of the quarter as a result of the COVID-19 pandemic were generally not considered TDRs.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

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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 5 “Allowance 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 consumeutilize 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

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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 geographicgeography 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 agreement,agreements, among others.other factors.
DuringThe macroeconomic scenarios evaluated by Huntington during the first two monthssecond quarter reflect the estimated impact of the quarter, we experienced relatively stableCOVID-19 pandemic. The economic conditionsoutlook meaningfully deteriorated from the prior quarter. This included unemployment, a key variable consumed by our models in comparison to those used to develop our Day 1 CECL estimate which would have translated to a relatively flat allowance estimate. However,loss estimation process. The baseline scenario unemployment level peaked at 15% from 9% in the last monthprior 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 deteriorationby 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 estimated global  macroeconomic outlook as a result of COVID-19 impacts, along with instability within the oilallowance adequacy and gas sector led to a significant build in ACL levels and an associated increase in provision for credit losses. Subsequent to the completion of our quarter-end estimation process, we received an updated macroeconomic outlook provided by our independent third party.  It reflects a more significant deterioration in GDP and unemployment than when we completed our estimation processappropriateness for the first quarter. If those forecasts were to hold or worsen, we would expect to further increase our ACL in future periods.
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. A separate executive level committee is responsible for the governance process around the appropriateness of scenarios used as part of the reasonable and supportable forecast period. 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

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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

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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 9 - Allocation of Allowance for Credit Losses (1)
Table 14 - Allocation of Allowance for Credit Losses (1)Table 14 - Allocation of Allowance for Credit Losses (1)
                                      
(dollar amounts in millions)March 31,
2020
 December 31,
2019
 September 30,
2019
 June 30,
2019
 March 31,
2019
June 30,
2020
 March 31,
2020
 December 31,
2019
 September 30,
2019
 June 30,
2019
ALLL                                      
Commercial                                      
Commercial and industrial$837
 42% $469
 41% $441
 41% $455
 41% $437
 41%$923
 44% $837
 42% $469
 41% $441
 41% $455
 41%
Commercial real estate159
 9
 83
 8
 120
 10
 105
 9
 108
 10
246
 8
 159
 9
 83
 8
 120
 10
 105
 9
Total commercial996
 51
 552
 49
 561
 51
 560
 50
 545
 51
1,169
 52
 996
 51
 552
 49
 561
 51
 560
 50
Consumer                                      
Automobile148
 17
 57
 17
 54
 15
 53
 16
 53
 16
177
 16
 148
 17
 57
 17
 54
 15
 53
 16
Home equity120
 11
 50
 12
 47
 12
 47
 12
 53
 13
105
 11
 120
 11
 50
 12
 47
 12
 47
 12
Residential mortgage53
 15
 23
 15
 22
 15
 22
 15
 23
 14
44
 15
 53
 15
 23
 15
 22
 15
 22
 15
RV and marine97
 5
 21
 5
 20
 5
 18
 5
 20
 4
125
 5
 97
 5
 21
 5
 20
 5
 18
 5
Other consumer90
 1
 80
 2
 79
 2
 74
 2
 70
 2
82
 1
 90
 1
 80
 2
 79
 2
 74
 2
Total consumer508
 49
 231
 51
 222
 49
 214
 50
 219
 49
533
 48
 508
 49
 231
 51
 222
 49
 214
 50
Total ALLL1,504
 100% 783
 100% 783
 100% 774
 100% 764
 100%1,702
 100% 1,504
 100% 783
 100% 783
 100% 774
 100%
AULC99
   104
   101
   101
   100
  119
   99
   104
   101
   101
  
Total ACL$1,603
   $887
   $884
   $875
   $864
  $1,821
   $1,603
   $887
   $884
   $875
  
Total ALLL as a % of
Total loans and leases  1.93%   1.04%   1.05%   1.03%   1.02%  2.12%   1.93%   1.04%   1.04%   1.03%
Nonaccrual loans and leases  270   167   179   182   183  263   270   167   178   182
NPAs  257   157   163   168   166  239   257   157   163   168
Total ACL as % of
Total loans and leases  2.05%   1.18%   1.18%   1.17%   1.15%  2.27%   2.05%   1.18%   1.18%   1.17%
Nonaccrual loans and leases  287   190   202   206   207  281   287   190   201   206
NPAs  273   178   184   190   186  255   273   178   184   190
(1)Percentages represent the percentage of each loan and lease category to total loans and leases.
2020 FirstSecond Quarter versus 2019 Fourth Quarter
At March 31,June 30, 2020, the ALLL was $1,504$1,702 million, an increase of $721$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 89108 basis points to 1.93%. 2.12%
As referenced above, the implementation of CECL resulted in a January 1 adoption impact of $391 million. The ALLL

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increased $330 million during the quarter primarily driven by the deteriorating economic outlook resulting from the COVID-19 pandemic. The ACL to total loans ratio was 2.05%2.27% at March 31,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.

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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.

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Table 10 - Quarterly Net Charge-off Analysis
Table 15 - Quarterly Net Charge-off Analysis (1)Table 15 - Quarterly Net Charge-off Analysis (1)
Three Months EndedThree Months Ended
March 31, December 31, March 31,June 30, March 31, June 30,
(dollar amounts in millions)2020 2019 20192020 2020 2019
Net charge-offs (recoveries) by loan and lease type:
Commercial:          
Commercial and industrial$84
 $36
 $31
$80
 $84
 $21
Commercial real estate:          
Construction
 
 
1
 
 (1)
Commercial(1) 
 2
(1) (1) (2)
Commercial real estate(1) 
 2

 (1) (3)
Total commercial83
 36
 33
80
 83
 18
Consumer:          
Automobile7
 9
 10
10
 7
 5
Home equity5
 1
 3

 5
 2
Residential mortgage1
 1
 3

 1
 1
RV and marine2
 4
 3
4
 2
 2
Other consumer19
 22
 19
13
 19
 20
Total consumer34
 37
 38
27
 34
 30
Total net charge-offs$117
 $73
 $71
$107
 $117
 $48
          
Net charge-offs (recoveries) - annualized percentages:
Commercial:          
Commercial and industrial1.09 % 0.47 % 0.41 %0.90 % 1.09 % 0.27 %
Commercial real estate:          
Construction0.08
 (0.03) (0.11)(0.01) 0.08
 (0.08)
Commercial(0.06) 0.01
 0.12
(0.03) (0.06) (0.12)
Commercial real estate(0.03) 
 0.08
(0.03) (0.03) (0.12)
Total commercial0.89
 0.38
 0.35
0.75
 0.89
 0.20
Consumer:          
Automobile0.22
 0.30
 0.32
0.31
 0.22
 0.17
Home equity0.19
 0.02
 0.12
0.08
 0.19
 0.07
Residential mortgage0.02
 0.04
 0.10
0.02
 0.02
 0.05
RV and marine0.27
 0.39
 0.39
0.37
 0.27
 0.25
Other consumer6.45
 7.26
 6.29
4.80
 6.45
 6.02
Total consumer0.35
 0.39
 0.41
0.30
 0.35
 0.31
Net charge-offs as a % of average loans0.62 % 0.39 % 0.38 %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

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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.

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2020 FirstSecond Quarter versus 2019 Fourth2020 First Quarter
NCOs were an annualized 0.62%0.54% of average loans and leases in the current quarter, increasingdecreasing from 0.39%0.62% in the 2019 fourth2020 first quarter, and abovewithin our average through-the-cycle target range of 0.35% - 0.55%. Annualized NCOs for the commercial portfolios were 0.89%0.75% in the current quarter compared to 0.38%0.89% in the 2019 fourth2020 first quarter. The increase in commercial NCOs wascontinue to be centered in our oil and gas portfolio and a $38 million coal-related commercial credit.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:   
Construction1
 (1)
Commercial(2) 
Commercial real estate(1) (1)
Total commercial163
 51
Consumer:   
Automobile17
 15
Home equity5
 5
Residential mortgage1
 4
RV and marine6
 5
Other consumer32
 39
Total consumer61
 68
Total net charge-offs$224
 $119
    
Net charge-offs (recoveries) - annualized percentages:   
Commercial:   
Commercial and industrial0.99 % 0.34 %
Commercial real estate:   
Construction0.04
 (0.09)
Commercial(0.04) 
Commercial real estate(0.03) (0.02)
Total commercial0.81
 0.27
Consumer:   
Automobile0.26
 0.24
Home equity0.14
 0.10
Residential mortgage0.02
 0.08
RV and marine0.32
 0.32
Other consumer5.66
 6.08
Total consumer0.33
 0.36
Net charge-offs as a % of average loans0.58 % 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.

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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 extensive informationinsight 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 11 - Net Interest Income at Risk
Table 17 - Net Interest Income at RiskTable 17 - Net Interest Income at Risk
Net Interest Income at Risk (%)Net Interest Income at Risk (%)
Basis point change scenario-25
 +100
 +200
-25
 +100
 +200
Board policy limitsNA
 -2.0 % -4.0 %NA
 -2.0 % -4.0 %
March 31, 2020-0.5 % 1.5 % 2.4 %
June 30, 2020-0.6 % 2.3 % 4.2 %
December 31, 20190.1 % 1.0 % 2.3 %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 this quarter,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.

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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.

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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 12 - Economic Value of Equity at Risk
Table 18 - Economic Value of Equity at RiskTable 18 - Economic Value of Equity at Risk
Economic Value of Equity at Risk (%)Economic Value of Equity at Risk (%)
Basis point change scenario-25
 +100
 +200
-25
 +100
 +200
Board policy limitsNA
 -6.0 % -12.0 %NA
 -6.0 % -12.0 %
March 31, 2020-0.4 % -0.2 % -4.4 %
June 30, 2020-1.5 % 6.2 % 7.6 %
December 31, 2019 % -3.1 % -9.1 % % -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 this quarter,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 in the -25 basis point scenario and a liability sensitive profile due to additional convexity in the +100 and +200 basis point scenarios.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 1319 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 1213Derivative Financial Instruments” of the Notes to Unaudited Condensed Consolidated Financial Statements.

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The following table presents additional information about the interest rate swaps and floors used in Huntington’s asset and liability management activities at March 31,June 30, 2020 and December 31, 2019.
Table 13 - Weighted-Average Maturity, Receive Rate and LIBOR Reset Rate on Qualifying Hedging Instruments
Table 19 - Weighted-Average Maturity, Receive Rate and LIBOR Reset Rate on Qualifying Hedging InstrumentsTable 19 - Weighted-Average Maturity, Receive Rate and LIBOR Reset Rate on Qualifying Hedging Instruments
March 31, 2020June 30, 2020
   Average Maturity (years)   
Weighted-Average
Receive Rate
 
Weighted-Average
LIBOR Reset Rate
   Average Maturity (years)   
Weighted-Average
Fixed Rate
 
Weighted-Average
LIBOR Reset Rate
(dollar amounts in millions)Notional Value Fair Value Notional Value Fair Value 
Asset conversion swaps                  
Receive Fixed - 1 month LIBOR$5,975
 2.65
 $269
 1.82% 0.97%$6,525
 2.53
 $288
 1.81% 0.18%
Receive Fixed - 1 month LIBOR - forward starting (a)1,300
 4.11
 49
 1.45
 
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 LIBOR5,750
 2.72
 337
 2.29
 1.00
5,704
 2.47
 336
 2.29
 0.18
Receive Fixed - 3 month LIBOR2,290
 0.59
 21
 1.80
 1.20
1,790
 0.51
 20
 1.81
 0.33
Total swap portfolio at March 31, 2020$15,315
   $676
    
Total swap portfolio at June 30, 2020$17,719
   $667
    
                  
March 31, 2020June 30, 2020
   Average Maturity (years)   
Weighted-Average
Floor Strike
 
Weighted-Average
LIBOR Reset Rate
   Average Maturity (years)   
Weighted-Average
Floor Strike
 
Weighted-Average
LIBOR Reset Rate
(dollar amounts in millions)Notional Value Fair Value Notional Value Fair Value 
Interest rate floors                  
Purchased Interest Rate Floors - 1 month LIBOR$8,200
 0.98
 $127
 1.84% 1.26%$7,200
 0.87
 $118
 1.81% 0.18%
Floor Spread - 1 month LIBOR400
 2.49
 10
 2.50 / 1.50
 0.92
1,400
 2.63
 31
 1.96 / 1.14
 0.18
Floor Spread - 1 month LIBOR - forward starting (b)3,500
 4.06
 86
 1.68 / 0.79
 
Total floors portfolio at March 31, 2020$12,100
 

 $223
   

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, 2019December 31, 2019
   Average Maturity (years)   
Weighted-Average
Receive Rate
 
Weighted-Average
LIBOR Reset Rate
   Average Maturity (years)   
Weighted-Average
Fixed Rate
 
Weighted-Average
LIBOR Reset Rate
(dollar amounts in millions)Notional Value Fair Value Notional Value Fair Value 
Asset conversion swaps                  
Receive Fixed - 1 month LIBOR$5,387
 2.87
 $51
 1.89% 1.73%
$5,387
 2.87
 $51
 1.89% 1.73%
Receive Fixed - 1 month LIBOR - forward starting (c)3,250
 4.02
 (28) 1.32
 
Receive Fixed - 1 month LIBOR - forward starting (d)3,250
 4.02
 (28) 1.32
 
Liability conversion swaps                  
Receive Fixed - 1 month LIBOR5,250
 2.97
 146
 2.37
 1.72
5,250
 2.97
 146
 2.37
 1.72
Receive Fixed - 3 month LIBOR2,290
 0.84
 5
 1.80
 1.94
2,290
 0.84
 5
 1.80
 1.94
Total swap portfolio at December 31, 2019$16,177
 

 $174
 

 

$16,177
 

 $174
 

 

                  
December 31, 2019December 31, 2019
   Average Maturity (years)   
Weighted-Average
Floor Strike
 
Weighted-Average
LIBOR Reset Rate
   Average Maturity (years)   
Weighted-Average
Floor Strike
 
Weighted-Average
LIBOR Reset Rate
(dollar amounts in millions)Notional Value Fair Value Notional Value Fair Value 
Interest rate floors                  
Purchased Interest Rate Floors - 1 month LIBOR$9,200
 1.45
 $36
 1.84% 1.54%$9,200
 1.45
 $36
 1.84% 1.54%
Floor Spread - 1 month LIBOR400
 2.74
 8
 2.50 / 1.50
 1.79
400
 2.74
 8
 2.50 / 1.50
 1.79
Floor Spread - 1 month LIBOR - forward starting (d)150
 4.34
 2
 1.75 / 1.00
 
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
   

$9,750
 

 $46
   

(a) Forward starting swaps will become effective from June 2020 to April 2021.
(b) Forward starting floors will become effective from May 2020 to June 2021.
(c) Forward starting swaps will become effective from January 2020 to June 2021.
(d) Forward starting floors will become effective from March 2021 to June 2021.
(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.


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MSRs
(This section should be read in conjunction with Note 6 “Mortgage 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 March 31,June 30, 2020, we had a total of $165$172 million of capitalized MSRs representing the right to service $23$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. Changes in fair value of the MSR are recognized in mortgage banking 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 2020 first quarter,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 95%96% of total deposits at March 31,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 $10.7$4.7 billion as of March 31,June 30, 2020. Subsequent to quarter end, additional securities were pledged to further increase Huntington’s borrowing capacity at the FHLB.
Bank Liquidity and Sources of Funding
Our primary sources of funding for the Bank are retail and commercial core deposits. At March 31,June 30, 2020, these core deposits funded 73%75% of total assets (106%(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 $17$13 million and $25 million at March 31,June 30, 2020 and December 31, 2019, respectively.

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The following table reflects deposit composition detail for each of the last five quarters:
Table 14 - Deposit Composition
Table 20 - Deposit CompositionTable 20 - Deposit Composition
                                      
March 31, December 31, September 30, June 30, March 31,June 30, March 31, December 31, September 30, June 30,
(dollar amounts in millions)2020 2019 2019 2019 2019 (1)2020 2020 2019 2019 2019
By Type:                                      
Demand deposits—noninterest-bearing$21,039
 24% $20,247
 25% $20,553
 25% $19,383
 24% $20,036
 24%$27,574
 29% $21,039
 24% $20,247
 25% $20,553
 25% $19,383
 24%
Demand deposits—interest-bearing23,115
 27
 20,583
 25
 19,976
 24
 19,085
 24
 19,906
 24
22,961
 25
 23,115
 27
 20,583
 25
 19,976
 24
 19,085
 24
Money market deposits25,068
 29
 24,726
 30
 23,977
 29
 23,952
 30
 22,931
 28
25,312
 27
 25,068
 29
 24,726
 30
 23,977
 29
 23,952
 30
Savings and other domestic deposits9,845
 11
 9,549
 12
 9,566
 12
 9,803
 12
 10,277
 13
11,034
 12
 9,845
 11
 9,549
 12
 9,566
 12
 9,803
 12
Core certificates of deposit (2)(1)3,599
 4
 4,356
 5
 5,443
 7
 5,703
 7
 6,007
 7
2,478
 3
 3,599
 4
 4,356
 5
 5,443
 7
 5,703
 7
Total core deposits:82,666
 95
 79,461
 97
 79,515
 97
 77,926
 97
 79,157
 96
89,359
 96
 82,666
 95
 79,461
 97
 79,515
 97
 77,926
 97
Other domestic deposits of $250,000 or more276
 
 313
 
 326
 
 316
 
 313
 1
209
 
 276
 
 313
 
 326
 
 316
 
Brokered deposits and negotiable CDs3,888
 5
 2,573
 3
 2,554
 3
 2,640
 3
 2,685
 3
4,123
 4
 3,888
 5
 2,573
 3
 2,554
 3
 2,640
 3
Total deposits$86,830
 100% $82,347
 100% $82,395
 100% $80,882
 100% $82,155
 100%$93,691
 100% $86,830
 100% $82,347
 100% $82,395
 100% $80,882
 100%
Total core deposits:                                      
Commercial$38,064
 46% $34,957
 44% $35,247
 44% $33,371
 43% $33,546
 42%$41,630
 47% $38,064
 46% $34,957
 44% $35,247
 44% $33,371
 43%
Consumer44,602
 54
 44,504
 56
 44,268
 56
 44,555
 57
 45,611
 58
47,729
 53
 44,602
 54
 44,504
 56
 44,268
 56
 44,555
 57
Total core deposits$82,666
 100% $79,461
 100% $79,515
 100% $77,926
 100% $79,157
 100%$89,359
 100% $82,666
 100% $79,461
 100% $79,515
 100% $77,926
 100%
(1)March 31, 2019 includes $845 million of deposits classified as held-for-sale.
(2)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 $45.1$56.9 billion and $39.6 billion at March 31,June 30, 2020 and December 31, 2019, respectively. Unused borrowing capacity from the FHLB totaled $19.1$34.1 billion and $14.3 billion at March 31,June 30, 2020 and December 31, 2019, respectively. Subsequent to quarter end, Huntington has pledged additional unencumbered investment securities further increasing its borrowing capacity.
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 March 31,June 30, 2020, total wholesale funding was $16.8$14.2 billion, an increasea decrease from $15.3 billion at December 31, 2019. The increasedecrease from year-end primarily relates to a decrease in short-term borrowings, partially offset by an increase in brokered deposits and negotiable CDs, and short-term borrowings, partially offset by a decrease in other domestic deposits of $250,000 or more, and other long-term debt.CDs.
At March 31,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 9 “Shareholders’ Equity” for further information.
At March 31,June 30, 2020 and December 31, 2019, the parent company had $3.7$4.7 billion and $3.1 billion, respectively, in cash and cash equivalents.
On AprilJuly 22, 2020, the Board of Directors declared a quarterly common stock cash dividend of $0.15 per common share. The dividend is payable on JulyOctober 1, 2020, to shareholders of record on JuneSeptember 17, 2020. Based on the

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current quarterly dividend of $0.15 per common share, cash demands required for common stock dividends are estimated to be approximately $152$153 million per quarter. On AprilJuly 22, 2020, the Board of Directors declared a quarterly Series B, Series C, Series D, Series E, and Series EF Preferred Stock dividend payable on July

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October 15, 2020 to shareholders of record on JulyOctober 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 EF are expected to be approximately $2 million, $9 million, $7 million, and $7 million per quarter, respectively.
During the first threesix months of 2020, the Bank paid preferred and common dividends of $11$22 million and $60$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

2020 1Q Form 10-Q 29


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issues are escalated by the Third Party Risk Management Committee to the Technology Committee of the Board, as appropriate.

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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.SU.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.

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The following table presents certain regulatory capital data at both the consolidated and Bank levels for each of the periods presented:
Table 15 - Regulatory Capital Data (1)      
Table 21 - Regulatory Capital Data (1)      
  Basel III  Basel III
(dollar amounts in millions)  March 31,
2020
 December 31,
2019
 March 31,
2019
  June 30,
2020
 March 31,
2020
 June 30,
2019
Total risk-weighted assetsConsolidated $90,193
 $87,512
 $85,966
Consolidated $87,323
 $90,193
 $86,332
Bank 90,016
 87,298
 85,944
Bank 87,061
 90,016
 86,410
CET I risk-based capitalConsolidated 8,538
 8,647
 8,462
Consolidated 8,596
 8,538
 8,530
Bank 9,887
 9,747
 9,150
Bank 9,214
 9,887
 9,583
Tier 1 risk-based capitalConsolidated 9,746
 9,854
 9,670
Consolidated 10,297
 9,746
 9,737
Bank 10,760
 10,621
 10,028
Bank 10,378
 10,760
 10,460
Tier 2 risk-based capitalConsolidated 1,746
 1,559
 1,600
Consolidated 1,790
 1,746
 1,602
Bank 1,481
 1,243
 1,449
Bank 1,446
 1,481
 1,296
Total risk-based capitalConsolidated 11,492
 11,413
 11,270
Consolidated 12,087
 11,492
 11,339
Bank 12,241
 11,864
 11,477
Bank 11,824
 12,241
 11,756
CET I risk-based capital ratioConsolidated 9.47% 9.88% 9.84%Consolidated 9.84% 9.47% 9.88%
Bank 10.98
 11.17
 10.65
Bank 10.58
 10.98
 11.09
Tier 1 risk-based capital ratioConsolidated 10.81
 11.26
 11.25
Consolidated 11.79
 10.81
 11.28
Bank 11.95
 12.17
 11.67
Bank 11.92
 11.95
 12.11
Total risk-based capital ratioConsolidated 12.74
 13.04
 13.11
Consolidated 13.84
 12.74
 13.13
Bank 13.60
 13.59
 13.35
Bank 13.58
 13.60
 13.60
Tier 1 leverage ratioConsolidated 9.01
 9.26
 9.16
Consolidated 8.86
 9.01
 9.24
Bank 9.98
 10.01
 9.51
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 March 31,June 30, 2020, we maintained Basel III capital ratios in excess of the well-capitalized standards established by the FRB. All capital ratios were impacted by period over periodThe balance sheet growth.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 36.7$352 million of common sharesstock 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 $11.8$12.3 billion at March 31,June 30, 2020, largely unchangedan increase of $519 million or 4% when compared with December 31, 2019.2019 due to the issuance of $500 million of Series F Preferred Stock during second quarter 2020.

On June 27, 2019, Huntington announced proposed capital actions included in Huntington’s 2019 capital plan. These actions include a 7% increase25, 2020, we were notified by the FRB that under the severely adverse economic stress scenario in the quarterly dividend per common sharesupervisory stress tests, our modeled capital ratios would continue to $0.15, starting inexceed the third quarter of 2019, the repurchase of up to $513 million of common stock over the next four quarters (July 1, 2019 through June 30, 2020), and maintaining dividends on the outstanding classes of preferred stock and trust preferred securities. Any capital actions, including those contemplated above, are subject to approval by Huntington’s Board of Directors.
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. Purchases of common stockminimum requirements under the authorizationFRB'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, include open market purchases, privately negotiated transactions, and accelerated repurchase programs.but is not required to, recalculate a large BHC’s stress capital buffer after receiving an updated capital plan.


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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. During the 2020 first quarter, Huntington repurchased a total of 7.1 million shares at a weighted average share price of $12.38. As a result of deterioration of the economy due to the COVID-19 pandemic, we
We do not currently expect to repurchase common shares forduring the balance2020 third quarter; however, the Board has authorized the repurchase of 2020. However, wecommon 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, resumerepurchase 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 repurchases at any time while considering factors including, but not limited to, capital requirements and market conditions.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

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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

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rates for comparable duration assets (or liabilities). During 2019, the Company updated and refined its FTP methodology primarily related to the allocation of deposit funding costs.  Prior period amounts presented below have been restated to reflect the new methodology.
Net Income by Business Segment
Net income by business segment for the three-monthsix-month periods ending March 31,June 30, 2020 and March 31,June 30, 2019 is presented in the following table:
Table 16 - Net Income by Business Segment
Table 22 - Net Income by Business SegmentTable 22 - Net Income by Business Segment
Three Months Ended March 31,Six Months Ended June 30,
(dollar amounts in millions)2020 20192020 2019
Consumer and Business Banking$60
 $182
$165
 $342
Commercial Banking(86) 130
(115) 273
Vehicle Finance11
 40
9
 85
RBHPCG24
 33
50
 61
Treasury / Other39
 (27)89
 (39)
Net income$48
 $358
$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.


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Consumer and Business Banking
              
Table 17 - Key Performance Indicators for Consumer and Business Banking
Table 23 - Key Performance Indicators for Consumer and Business BankingTable 23 - Key Performance Indicators for Consumer and Business Banking
Three Months Ended March 31, ChangeSix Months Ended June 30, Change
(dollar amounts in millions)2020 2019 Amount Percent2020 2019 Amount Percent
Net interest income$364
 $471
 $(107) (23)%$733
 $936
 $(203) (22)%
Provision for credit losses82
 17
 65
 382
114
 48
 66
 138
Noninterest income212
 174
 38
 22
430
 372
 58
 16
Noninterest expense418
 398
 20
 5
840
 827
 13
 2
Provision for income taxes16
 48
 (32) (67)44
 91
 (47) (52)
Net income$60
 $182
 $(122) (67)%$165
 $342
 $(177) (52)%
Number of employees (average full-time equivalent)7,769
 8,129
 (360) (4)%7,871
 8,124
 (253) (3)%
Total average assets$24,677
 $25,573
 $(896) (4)$26,815
 $25,428
 $1,387
 5
Total average loans/leases21,593
 22,341
 (748) (3)23,486
 22,195
 1,291
 6
Total average deposits51,296
 50,897
 399
 1
54,077
 51,454
 2,623
 5
Net interest margin2.81% 3.71% (0.90)% (24)2.69% 3.61% (0.92)% (25)
NCOs$32
 $32
 $
 
$56
 $61
 $(5) (8)
NCOs as a % of average loans and leases0.60% 0.56% 0.04 % 7
0.47% 0.55% (0.08)% (15)
2020 First ThreeSix Months versus 2019 First ThreeSix Months
Consumer and Business Banking, including Home Lending, reported net income of $60$165 million in the first three-monthsix-month period of 2020, a decrease of $122$177 million, or 67%52%, compared to the year-ago period. Segment net

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interest income decreased $107$203 million, or 23%22%, due to decreased spread on deposits. The provision for credit losses increased $65$66 million, or 382%138% due to the deteriorating economic environment as a result of the COVID-19 pandemic. Noninterest income increased $38$58 million, or 22%16%, primarily due to increased mortgage banking income, card interchangepartially offset by lower service charge income from higher transaction volumes, along with increased investment sales.reflecting reduced customer activity and pandemic-related fee waivers. Noninterest expense increased $20$13 million, or 5%2%, due to increased personnel card processing, 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 $11$42 million in the first three-monthsix-month period of 2020, compared with a net loss of $7$5 million in the year-ago period. Noninterest income increased $3289 million, driven primarily by higher salable originations and higher salable spread. Noninterest expense increased $5$28 million due to higher originations.personnel expense as a result of higher origination volumes.


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Commercial Banking
              
Table 18 - Key Performance Indicators for Commercial Banking
Table 24 - Key Performance Indicators for Commercial BankingTable 24 - Key Performance Indicators for Commercial Banking
Three Months Ended March 31, ChangeSix Months Ended June 30, Change
(dollar amounts in millions)2020 2019 Amount Percent2020 2019 Amount Percent
Net interest income$232
 $273
 $(41) (15)%$472
 $536
 $(64) (12)%
Provision for credit losses298
 43
 255
 593
523
 67
 456
 681
Noninterest income86
 76
 10
 13
170
 165
 5
 3
Noninterest expense129
 141
 (12) (9)265
 288
 (23) (8)
Provision for income taxes(23) 35
 (58) (166)(31) 73
 (104) (142)
Net income$(86) $130
 $(216) (166)%$(115) $273
 $(388) (142)%
Number of employees (average full-time equivalent)1,273
 1,314
 (41) (3)%1,281
 1,327
 (46) (3)%
Total average assets$34,810
 $33,056
 $1,754
 5
$35,535
 $33,479
 $2,056
 6
Total average loans/leases27,238
 27,079
 159
 1
27,706
 27,257
 449
 2
Total average deposits21,525
 21,793
 (268) (1)22,970
 21,043
 1,927
 9
Net interest margin3.15% 3.71% (0.56)% (15)3.14% 3.62% (0.48)% (13)
NCOs (Recoveries)$75
 $27
 $48
 178
NCOs$146
 $38
 $108
 284
NCOs as a % of average loans and leases1.11% 0.39% 0.72 % 185
1.06% 0.28% 0.78 % 279
2020 First ThreeSix Months versus 2019 First ThreeSix Months
Commercial Banking reported a net loss of $86$115 million in the first three-monthsix-month period of 2020, a decrease of $216$388 million, or 166%142%, compared to the year-ago period. Provision for credit losses increased $255$456 million, or 593%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 $41$64 million, or 15%12%, primarily due to a 5748 basis point decrease in net interest margin driven by a sharp decline in the valuebenefit of deposits. Noninterest income increased $10$5 million, or 13%3%, largely driven by higher capital markets related revenue due to customer interest rate derivatives, increased underwriting activity and the lack of an unfavorablehigher commodities derivative mark-to-market adjustment which occurred in the year ago quarter.and customer interest rate derivatives. Noninterest expense decreased $12$23 million, or 9%8%, primarily due to lower allocated overhead and personnel expense which was driven byreflecting a reduction in incentives as well asand a 3% reduction in full-time equivalent employees.  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 losses131
 14
 117
 836
Noninterest income5
 6
 (1) (17)
Noninterest expense69
 75
 (6) (8)
Provision for income taxes2
 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/leases20,064
 19,319
 745
 4
Total average deposits506
 314
 192
 61
Net interest margin2.05% 2.00% 0.05% 3
NCOs$23
 $20
 $3
 15
NCOs as a % of average loans and leases0.23% 0.21% 0.02% 10

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Vehicle Finance
        
Table 19 - Key Performance Indicators for Vehicle Finance
 Three Months Ended March 31, Change
(dollar amounts in millions)2020 2019 Amount Percent
Net interest income$106
 $95
 $11
 12 %
Provision for credit losses60
 9
 51
 567
Noninterest income3
 2
 1
 50
Noninterest expense35
 37
 (2) (5)
Provision for income taxes3
 11
 (8) (73)
Net income$11
 $40
 $(29) (73)%
Number of employees (average full-time equivalent)263
 267
 (4) (1)%
Total average assets$20,215
 $19,269
 $946
 5
Total average loans/leases20,307
 19,340
 967
 5
Total average deposits366
 306
 60
 20
Net interest margin2.08% 1.99% 0.09 % 5
NCOs$10
 $13
 $(3) (23)
NCOs as a % of average loans and leases0.19% 0.27% (0.08)% (30)
2020 First ThreeSix Months versus 2019 First ThreeSix Months
Vehicle Finance reported net income of $11$9 million in the first three-monthsix-month period of 2020, a decrease of $29$76 million, or 73%89%, compared to the year-ago period. This decrease is primarily driven by a $51$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 $11$15 million, or 12%8%, due to a 95 basis point increase in the net interest margin which isas a result of maintaining our pricing discipline while optimizing loan production volumes combined with a decline in funding costs.volumes. This increase was alsois partially offset by lower fees related to fee waivers and payment relief programs as a result of a $1.0the COVID-19 pandemic. Average loan balances increased $0.7 billion, or 5%4%, increase in average loan balances reflecting strong indirect auto loan originations primarilyover the past 12 months and continued consistent growth in the later part of the third quarter of 2019 through most of the first quarter of 2020 as well as continued increases in indirect RV and marine floor plan and other commercial loans.portfolio. Noninterest income increaseddecreased $1 million primarily as a result of fee sharinglower servicing revenue on sales of interest rate derivative products,as the underlying serviced loans continue to run off, while noninterest expense decreased $2$6 million, or 5%8%, primarily reflecting lower allocated costs.

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Regional Banking and The Huntington Private Client Group
              
Table 20 - Key Performance Indicators for Regional Banking and The Huntington Private Client Group
Table 26 - Key Performance Indicators for Regional Banking and The Huntington Private Client GroupTable 26 - Key Performance Indicators for Regional Banking and The Huntington Private Client Group
Three Months Ended March 31, ChangeSix Months Ended June 30, Change
(dollar amounts in millions)2020 2019 Amount Percent2020 2019 Amount Percent
Net interest income$43
 $53
 $(10) (19)%$83
 $104
 $(21) (20)%
Provision for credit losses1
 (2) 3
 150

 (3) 3
 100
Noninterest income50
 51
 (1) (2)105
 100
 5
 5
Noninterest expense62
 64
 (2) (3)124
 130
 (6) (5)
Provision for income taxes6
 9
 (3) (33)14
 16
 (2) (13)
Net income$24
 $33
 $(9) (27)%$50
 $61
 $(11) (18)%
Number of employees (average full-time equivalent)1,025
 1,053
 (28) (3)%1,027
 1,055
 (28) (3)%
Total average assets$6,707
 $6,218
 $489
 8
$6,744
 $6,289
 $455
 7
Total average loans/leases6,415
 5,914
 501
 8
6,457
 5,987
 470
 8
Total average deposits6,100
 5,951
 149
 3
6,333
 5,930
 403
 7
Net interest margin2.69% 3.49% (0.80)% (23)2.53% 3.44% (0.91)% (26)
NCOs$
 $
 $
 
$
 $
 $
 
NCOs as a % of average loans and leases% %  % 
% %  % 
Total assets under management (in billions)—eop$15.8
 $16.4
 $(0.6) (4)$17.4
 $16.5
 $0.9
 5
Total trust assets (in billions)—eop123.7
 112.7
 11.0
 10
127.4
 113.7
 13.7
 12
eop - End of Period.
2020 First ThreeSix Months versus 2019 First ThreeSix Months
RBHPCG reported net income of $24$50 million in the first three-monthsix-month period of 2020, a decrease of $9$11 million, or 27%18%, compared to the year-ago period. Segment net interest income decreased $10$21 million, or 19%20%, due to a 8091 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 $0.1 billion.$0.4 billion, or 7%. Noninterest income decreased $1increased $5 million, or 2%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 revenue sharing from other segments. Noninterest expense decreased $2 million, or 3%, primarily due to lower sponsorshiptravel and business development expense.

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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

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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.

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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

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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 March 31,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

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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 5 “Allowance 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

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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 1112Fair 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 March 31,June 30, 2020. The result of this assessment indicated that 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 2 “Accounting 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.


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Item 1: Financial Statements
Huntington Bancshares Incorporated
Condensed Consolidated Balance Sheets
(Unaudited)
March 31, December 31,June 30, December 31,
(dollar amounts in millions)2020 20192020 2019
Assets      
Cash and due from banks$1,431
 $1,045
$1,285
 $1,045
Interest-bearing deposits at Federal Reserve Bank336
 125
5,008
 125
Interest-bearing deposits in banks137
 102
82
 102
Trading account securities36
 99
45
 99
Available-for-sale securities14,622
 14,149
13,297
 14,149
Held-to-maturity securities10,193
 9,070
9,416
 9,070
Other securities488
 441
438
 441
Loans held for sale (includes $836 and $781 respectively, measured at fair value)(1)997
 877
Loans and leases (includes $81 and $81 respectively, measured at fair value)(1)78,035
 75,404
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(1,504) (783)(1,702) (783)
Net loans and leases76,531
 74,621
78,437
 74,621
Bank owned life insurance2,551
 2,542
2,560
 2,542
Premises and equipment743
 763
751
 763
Goodwill1,990
 1,990
1,990
 1,990
Servicing rights and other intangible assets417
 475
411
 475
Other assets3,425
 2,703
3,540
 2,703
Total assets$113,897
 $109,002
$118,425
 $109,002
Liabilities and shareholders’ equity      
Liabilities      
Deposits$86,830
 $82,347
$93,691
 $82,347
Short-term borrowings2,826
 2,606
146
 2,606
Long-term debt9,796
 9,849
9,753
 9,849
Other liabilities2,676
 2,405
2,521
 2,405
Total liabilities102,128
 97,207
106,111
 97,207
Commitments and contingencies (Note 14)   
Commitments and contingencies (Note 15)   
Shareholders’ equity      
Preferred stock1,203
 1,203
1,697
 1,203
Common stock10
 10
10
 10
Capital surplus8,728
 8,806
8,743
 8,806
Less treasury shares, at cost(56) (56)(59) (56)
Accumulated other comprehensive gain (loss)227
 (256)290
 (256)
Retained earnings1,657
 2,088
1,633
 2,088
Total shareholders’ equity11,769
 11,795
12,314
 11,795
Total liabilities and shareholders’ equity$113,897
 $109,002
$118,425
 $109,002
Common shares authorized (par value of $0.01)1,500,000,000
 1,500,000,000
1,500,000,000
 1,500,000,000
Common shares outstanding1,014,218,094
 1,020,003,482
1,017,309,583
 1,020,003,482
Treasury shares outstanding4,534,022
 4,537,605
4,999,371
 4,537,605
Preferred stock, authorized shares6,617,808
 6,617,808
6,617,808
 6,617,808
Preferred shares outstanding740,500
 740,500
745,500
 740,500

(1)
Amounts represent loans for which Huntington has elected the fair value option. See Note 1112Fair Values of Assets and Liabilities”.
See Notes to Unaudited Condensed Consolidated Financial Statements

4046 Huntington Bancshares Incorporated

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Huntington Bancshares Incorporated           
Condensed Consolidated Statements of Income           
(Unaudited)           
 Three Months Ended
March 31,
Three Months Ended
June 30,
 Six Months Ended
June 30,
(dollar amounts in millions, except per share data, share count in thousands) 2020 20192020 2019 2020 2019
Interest and fee income:           
Loans and leases $809
 $901
$754
 $903
 $1,563
 $1,804
Available-for-sale securities           
Taxable 76
 76
64
 72
 141
 148
Tax-exempt 18
 22
15
 21
 33
 43
Held-to-maturity securities—taxable 59
 54
59
 56
 117
 110
Other securities—taxable 2
 6
1
 4
 3
 10
Other 11
 11
9
 12
 20
 23
Total interest income 975
 1,070
902
 1,068
 1,877
 2,138
Interest expense:           
Deposits 105
 145
46
 150
 151
 295
Short-term borrowings 12
 14
1
 19
 13
 33
Long-term debt 68
 89
63
 87
 131
 176
Total interest expense 185
 248
110
 256
 295
 504
Net interest income 790
 822
792
 812
 1,582
 1,634
Provision for credit losses 441
 67
327
 59
 768
 126
Net interest income after provision for credit losses 349
 755
465
 753
 814
 1,508
Service charges on deposit accounts 87
 87
60
 92
 148
 179
Card and payment processing income 58
 56
59
 63
 117
 119
Trust and investment management services 47
 44
45
 43
 92
 87
Mortgage banking income 58
 21
96
 34
 154
 55
Capital markets fees 33
 22
31
 34
 64
 56
Insurance income 23
 21
25
 23
 48
 44
Bank owned life insurance income 16
 16
17
 15
 32
 31
Gain on sale of loans and leases 8
 13
8
 13
 17
 26
Net (losses) gains on sales of securities 
 
(1) (2) (1) (2)
Other noninterest income 31
 39
51
 59
 81
 98
Total noninterest income 361
 319
391
 374
 752
 693
Personnel costs 395
 394
418
 428
 814
 822
Outside data processing and other services 85
 81
90
 89
 175
 170
Equipment 41
 40
46
 40
 87
 80
Net occupancy 40
 42
39
 38
 79
 80
Professional services 11
 12
11
 12
 22
 24
Amortization of intangibles 11
 13
10
 12
 21
 25
Marketing 9
 7
5
 11
 14
 18
Deposit and other insurance expense 9
 8
9
 8
 18
 16
Other noninterest expense 51
 56
47
 62
 97
 118
Total noninterest expense 652
 653
675
 700
 1,327
 1,353
Income before income taxes 58
 421
181
 427
 239
 848
Provision for income taxes 10
 63
31
 63
 41
 126
Net income 48
 358
150
 364
 198
 722
Dividends on preferred shares 18
 19
19
 18
 37
 37
Net income applicable to common shares $30
 $339
$131
 $346
 $161
 $685
Average common shares—basic 1,017,643
 1,046,995
1,016,259
 1,044,802
 1,016,951
 1,045,899
Average common shares—diluted 1,034,576
 1,065,638
1,028,683
 1,060,280
 1,031,629
 1,062,959
Per common share:           
Net income—basic $0.03
 $0.32
$0.13
 $0.33
 $0.16
 $0.66
Net income—diluted 0.03
 0.32
0.13
 0.33
 0.16
 0.64
           
See Notes to Unaudited Condensed Consolidated Financial Statements

2020 1Q2Q Form 10-Q 4147


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Huntington Bancshares Incorporated
Condensed Consolidated Statements of Comprehensive Income
(Unaudited)
 Three Months Ended
March 31,
Three Months Ended
June 30,
 Six Months Ended
June 30,
(dollar amounts in millions) 2020 20192020 2019 2020 2019
Net income $48
 $358
$150
 $364
 $198
 $722
Other comprehensive income, net of tax:    
Unrealized gains (losses) on available-for-sale securities:    
Unrealized net gains (losses) on available-for-sale securities arising during the period, net of reclassification for net realized gains and losses 173
 146
62
 134
 235
 280
Total unrealized gains (losses) on available-for-sale securities 173
 146
Change in fair value related to cash flow hedges 308
 7
11
 47
 319
 54
Change in accumulated unrealized gains (losses) for pension and other post-retirement obligations 2
 1
(10) 1
 (8) 2
Other comprehensive income, net of tax 483
 154
63
 182
 546
 336
Comprehensive income $531
 $512
$213
 $546
 $744
 $1,058
See Notes to Unaudited Condensed Consolidated Financial Statements


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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 Loss (AOCI) Retained Earnings  Preferred Stock Common Stock Capital Surplus Treasury Stock Accumulated Other Comprehensive Gain (Loss) Retained Earnings  
Amount Shares Amount Shares Amount TotalAmount Shares Amount Shares Amount Total
Three Months Ended March 31, 2020                 
Three 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
$1,203
 1,018,752
 $10
 $8,728
 (4,534) $(56) $227
 $1,657
 $11,769
Cumulative-effect of change in accounting principle for financial instruments - credit losses (ASU 2016-13), net of tax              (306) (306)
Net income              48
 48
              150
 150
Other comprehensive income (loss), net of tax            483
   483
            63
   63
Net proceeds from issuance of Preferred Series F Stock494
               494
Repurchases of common stock  (7,088) 
 (88)         (88)  
 
 
         
Cash dividends declared:                                  
Common ($0.15 per share)              (155) (155)              (155) (155)
Preferred Series B ($11.33 per share)              (1) (1)
Preferred Series B ($9.80 per share)              
 
Preferred Series C ($14.69 per share)              (1) (1)              (2) (2)
Preferred Series D ($15.63 per share)              (9) (9)              (10) (10)
Preferred Series E ($1.425.00 per share)              (7) (7)              (7) (7)
Recognition of the fair value of share-based compensation      15
         15
      25
         25
Other share-based compensation activity  1,299
 
 (5)       

 (5)  3,557
 
 (10)       

 (10)
Other        3
 
 

 

 
        (465) (3) 

 

 (3)
Balance, end of period$1,203
 1,018,752
 $10
 $8,728
 (4,534) $(56) $227
 $1,657
 $11,769
$1,697
 1,022,309
 $10
 $8,743
 (4,999) $(59) $290
 $1,633
 $12,314
                                  
Three Months Ended March 31, 2019                 
Three 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
$1,203
 1,050,253
 $11
 $9,167
 (3,813) $(45) $(455) $1,551
 $11,432
Net income              358
 358
              364
 364
Other comprehensive income (loss), net of tax            154
   154
            182
   182
Repurchase of common stock  (1,833) 
 (25)         (25)  (11,344) (1) (151)         (152)
Cash dividends declared:                                  
Common ($0.14 per share)              (149) (149)              (148) (148)
Preferred Series B ($13.72 per share)              (1) (1)
Preferred Series B ($13.24 per share)              
 
Preferred Series C ($14.69 per share)              (2) (2)              (1) (1)
Preferred Series D ($15.63 per share)              (9) (9)              (10) (10)
Preferred Series E ($1,425.00 per share)              (7) (7)              (7) (7)
Recognition of the fair value of share-based compensation      17
         17
      31
         31
Other share-based compensation activity  1,502
 
 (6)       
 (6)  3,231
 
 (17)       
 (17)
Other        4
 
 
   
        (486) (7) 
 1
 (6)
Balance, end of period$1,203
 1,050,253
 $11
 $9,167
 (3,813) $(45) $(455) $1,551
 $11,432
$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 1Q2Q Form 10-Q 4349


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(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 Stock494
               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

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Huntington Bancshares Incorporated
Condensed Consolidated Statements of Cash Flows
(Unaudited)
 Three Months Ended March 31,
(dollar amounts in millions)2020 2019
Operating activities 
Net income$48
 $358
Adjustments to reconcile net income to net cash provided by (used in) operating activities: 
Provision for credit losses441
 67
Depreciation and amortization119
 131
Share-based compensation expense15
 17
Deferred income tax (benefit) expense(37) 15
Net change in:   
Trading account securities63
 (61)
Loans held for sale(20) 72
Other assets(1,023) (284)
Other liabilities892
 176
Other, net
 6
Net cash provided by (used in) operating activities498
 497
Investing activities 
Change in interest bearing deposits in banks(26) (111)
Proceeds from:   
Maturities and calls of available-for-sale securities669
 335
Maturities and calls of held-to-maturity securities398
 175
Sales of available-for-sale securities19
 
Purchases of available-for-sale securities(2,476) (354)
Purchases of held-to-maturity securities
 (356)
Purchases of other securities(55) (2)
Net proceeds from sales of portfolio loans191
 227
Principal payments received under direct finance and sales-type leases171
 172
Net loan and lease activity, excluding sales and purchases(2,926) (528)
Purchases of premises and equipment(11) (24)
Purchases of loans and leases(311) (144)
Other, net35
 95
Net cash provided by (used in) investing activities(4,322) (515)
Financing activities   
Increase (decrease) in deposits4,483
 (2,619)
Increase (decrease) in short-term borrowings458
 776
Net proceeds from issuance of long-term debt1,286
 835
Maturity/redemption of long-term debt(1,540) (113)
Dividends paid on preferred stock(18) (18)
Dividends paid on common stock(155) (148)
Repurchases of common stock(88) (25)
Payments related to tax-withholding for share based compensation awards(6) (8)
Other, net1
 2
Net cash provided by (used for) financing activities4,421
 (1,318)
Increase (decrease) in cash and cash equivalents597
 (1,336)
Cash and cash equivalents at beginning of period1,170
 2,672
Cash and cash equivalents at end of period$1,767
 $1,336

 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 losses768
 126
Depreciation and amortization178
 204
Share-based compensation expense40
 48
Deferred income tax (benefit) expense(66) 29
Net change in:   
Trading account securities54
 (71)
Loans held for sale(181) (97)
Other assets(1,032) (464)
Other liabilities755
 362
Other, net(4) (7)
Net cash provided by (used in) operating activities710
 852
Investing activities 
Change in interest bearing deposits in banks(27) (137)
Proceeds from:   
Maturities and calls of available-for-sale securities1,947
 768
Maturities and calls of held-to-maturity securities1,173
 380
Maturities and calls of other securities65
 127
Sales of available-for-sale securities390
 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 loans416
 430
Principal payments received under direct finance and sales-type leases346
 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, net21
 29
Net cash provided by (used in) investing activities(4,369) (579)
Financing activities   
Increase (decrease) in deposits11,344
 (3,167)
(Decrease) increase in short-term borrowings(2,293) 2,157
Net proceeds from issuance of long-term debt1,321
 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 stock494
 
Payments related to tax-withholding for share based compensation awards(19) (26)
Other, net1
 2
Net cash provided by (used for) financing activities8,782
 (1,347)
Increase (decrease) in cash and cash equivalents5,123
 (1,074)
Cash and cash equivalents at beginning of period1,170
 2,672
Cash and cash equivalents at end of period$6,293
 $1,598

442020 2Q Form 10-Q Huntington Bancshares Incorporated51


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Three Months Ended March 31,Six Months Ended June 30,
(dollar amounts in millions)2020 20192020 2019
Supplemental disclosures:  
Interest paid$197
 $249
$297
 $508
Income taxes paid2
 1
Income taxes paid (refunded)10
 (19)
Non-cash activities  
Loans transferred to held-for-sale from portfolio313
 204
589
 457
Loans transferred to portfolio from held-for-sale4
 3
23
 8
Transfer of loans to OREO4
 6
5
 10
Transfer of securities from available-for-sale to held-to-maturity1,520
 
1,520
 
See Notes to Unaudited Condensed Consolidated Financial Statements

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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.

462020 2Q Form 10-Q Huntington Bancshares Incorporated53


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2. ACCOUNTING STANDARDS UPDATE
Accounting standards adopted in current period
StandardSummary of guidanceEffects 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.

2020 1Q Form 10-Q 5447 Huntington Bancshares Incorporated


Table of Contents

StandardSummary of guidanceEffects 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.




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Accounting standards yet to be adopted
StandardSummary of guidanceEffects 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.

- We are evaluating theThe ASU is not expected to have a material impact of the ASU on Huntington’s Unaudited Condensed Consolidated Financial Statements.




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3. INVESTMENT SECURITIES AND OTHER SECURITIES
Debt securities purchased in which Huntington has the positive 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 March 31,June 30, 2020 and December 31, 2019:
  Unrealized    Unrealized  
(dollar amounts in millions)
Amortized
Cost
 
Gross
Gains
 
Gross
Losses
 Fair Value
Amortized
Cost
 
Gross
Gains
 
Gross
Losses
 Fair Value
March 31, 2020       
June 30, 2020       
Available-for-sale securities:              
U.S. Treasury$8
 $
 $
 $8
$8
 $
 $
 $8
Federal agencies:              
Residential CMO5,512
 212
 (1) 5,723
4,933
 185
 
 5,118
Residential MBS4,167
 137
 
 4,304
3,718
 120
 
 3,838
Commercial MBS839
 10
 
 849
764
 24
 
 788
Other agencies145
 2
 
 147
144
 3
 
 147
Total U.S. Treasury, federal agency and other agency securities10,671
 361
 (1) 11,031
9,567
 332
 
 9,899
Municipal securities3,050
 14
 (72) 2,992
3,145
 47
 (35) 3,157
Private-label CMO2
 
 
 2
5
 
 
 5
Asset-backed securities574
 
 (27) 547
208
 3
 
 211
Corporate debt48
 
 (1) 47
22
 
 (1) 21
Other securities/Sovereign debt3
 
 
 3
4
 
 
 4
Total available-for-sale securities$14,348
 $375
 $(101) $14,622
$12,951
 $382
 $(36) $13,297
              
Held-to-maturity securities:              
Federal agencies:              
Residential CMO$2,316
 $108
 $
 $2,424
$2,151
 $106
 $
 $2,257
Residential MBS3,704
 121
 
 3,825
3,361
 120
 
 3,481
Commercial MBS3,890
 95
 (1) 3,984
3,631
 202
 
 3,833
Other agencies279
 7
 
 286
269
 12
 
 281
Total federal agency and other agency securities10,189
 331
 (1) 10,519
9,412
 440
 
 9,852
Municipal securities4
 
 
 4
4
 
 
 4
Total held-to-maturity securities$10,193
 $331
 $(1) $10,523
$9,416
 $440
 $
 $9,856
              
Other securities, at cost:              
Non-marketable equity securities:              
Federal Home Loan Bank stock$140
 $
 $
 $140
$84
 $
 $
 $84
Federal Reserve Bank stock298
 
 
 298
298
 
 
 298
Other securities, at fair value              
Mutual funds46
 
 
 46
52
 
 
 52
Marketable equity securities3
 1
 
 4
3
 1
 
 4
Total other securities$487
 $1
 $
 $488
$437
 $1
 $
 $438


502020 2Q Form 10-Q Huntington Bancshares Incorporated57


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   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 CMO5,055
 48
 (18) 5,085
Residential MBS4,180
 45
 (3) 4,222
Commercial MBS979
 1
 (4) 976
Other agencies165
 1
 (1) 165
Total U.S. Treasury, federal agency and other agency securities10,389
 95
 (26) 10,458
Municipal securities3,044
 34
 (23) 3,055
Private-label CMO2
 
 
 2
Asset-backed securities575
 6
 (2) 579
Corporate debt49
 2
 
 51
Other securities/Sovereign debt4
 
 
 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 MBS2,463
 50
 
 2,513
Commercial MBS3,959
 34
 
 3,993
Other agencies293
 2
 
 295
Total federal agency and other agency securities9,066
 119
 (3) 9,182
Municipal securities4
 
 
 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 stock297
 
 
 297
Other securities, at fair value       
Mutual funds53
 
 
 53
Marketable equity securities1
 
 
 1
Total other securities$441
 $
 $
 $441

 

2020 1Q Form 10-Q 5851 Huntington Bancshares Incorporated


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The following table provides the amortized cost and fair value of securities by contractual maturity at March 31,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.
March 31, 2020 December 31, 2019June 30, 2020 December 31, 2019
(dollar amounts in millions)
Amortized
Cost
 
Fair
Value
 
Amortized
Cost
 
Fair
Value
Amortized
Cost
 
Fair
Value
 
Amortized
Cost
 
Fair
Value
Available-for-sale securities:              
Under 1 year$257
 $255
 $231
 $229
$344
 $337
 $231
 $229
After 1 year through 5 years1,338
 1,308
 1,196
 1,189
1,166
 1,159
 1,196
 1,189
After 5 years through 10 years1,402
 1,375
 1,594
 1,606
1,410
 1,421
 1,594
 1,606
After 10 years11,351
 11,684
 11,042
 11,125
10,031
 10,380
 11,042
 11,125
Total available-for-sale securities$14,348
 $14,622
 $14,063
 $14,149
$12,951
 $13,297
 $14,063
 $14,149
              
Held-to-maturity securities:              
Under 1 year$
 $
 $
 $
$
 $
 $
 $
After 1 year through 5 years157
 164
 17
 17
141
 149
 17
 17
After 5 years through 10 years149
 154
 300
 305
181
 190
 300
 305
After 10 years9,887
 10,205
 8,753
 8,864
9,094
 9,517
 8,753
 8,864
Total held-to-maturity securities$10,193
 $10,523
 $9,070
 $9,186
$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 March 31,June 30, 2020 and December 31, 2019:
Less than 12 Months Over 12 Months TotalLess 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
Fair
Value
 Gross Unrealized
Losses
 Fair
Value
 Gross Unrealized
Losses
 Fair
Value
 Gross Unrealized
Losses
March 31, 2020           
June 30, 2020           
Available-for-sale securities:                      
Federal agencies:                      
Residential CMO$94
 $(1) $
 $
 $94
 $(1)$74
 $
 $
 $
 $74
 $
Residential MBS
 
 7
 
 7
 


 
 
 
 
 
Commercial MBS
 
 4
 
 4
 

 
 
 
 
 
Other agencies50
 
 
 
 50
 

 
 
 
 
 
Total federal agency and other agency securities144
 (1) 11
 
 155
 (1)74
 
 
 
 74
 
Municipal securities1,102
 (27) 1,178
 (45) 2,280
 (72)428
 (8) 1,023
 (27) 1,451
 (35)
Asset-backed securities439
 (24) 34
 (3) 473
 (27)26
 
 56
 
 82
 
Corporate debt36
 (1) 
 
 36
 (1)13
 (1) 
 
 13
 (1)
Total temporarily impaired securities$1,721
 $(53) $1,223
 $(48) $2,944
 $(101)$541
 $(9) $1,079
 $(27) $1,620
 $(36)
                      
Held-to-maturity securities:                      
Federal agencies:                      
Residential CMO$
 $
 $
 $
 $
 $
$
 $
 $
 $
 $
 $
Residential MBS78
 
 
 
 78
 

 
 
 
 
 
Commercial MBS72
 (1) 4
 
 76
 (1)
 
 
 
 
 
Other agencies
 
 
 
 
 

 
 
 
 
 
Total federal agency and other agency securities150
 (1) 4
 
 154
 (1)
 
 
 
 
 
Municipal securities
 
 
 
 
 

 
 
 
 
 
Total temporarily impaired securities$150
 $(1) $4
 $
 $154
 $(1)$
 $
 $
 $
 $
 $

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 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 MBS1,169
 (3) 9
 
 1,178
 (3)
Commercial MBS472
 (2) 272
 (2) 744
 (4)
Other agencies86
 (1) 
 
 86
 (1)
Total federal agency and other agency securities2,933
 (16) 800
 (10) 3,733
 (26)
Municipal securities273
 (4) 1,204
 (19) 1,477
 (23)
Asset-backed securities116
 (1) 37
 (1) 153
 (2)
Corporate debt1
 
 
 
 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 MBS317
 
 
 
 317
 
Commercial MBS81
 
 
 
 81
 
Other agencies58
 
 
 
 58
 
Total federal agency and other agency securities674
 (1) 112
 (2) 786
 (3)
Municipal securities4
 
 
 
 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 March 31,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, and security repurchase agreements and to support borrowing capacity totaled $14.1$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 March 31,June 30, 2020 or December 31, 2019. At March 31,June 30, 2020, all HTM debt securities are considered AAA rated. In addition, there were no HTM debt securities considered past due at March 31,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 March 31,June 30, 2020.


2020 1Q Form 10-Q 6053 Huntington Bancshares Incorporated


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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 $543$384 million and $525 million at March 31,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 March 31,June 30, 2020 and December 31, 2019.
(dollar amounts in millions)March 31, 2020 December 31, 2019June 30, 2020 December 31, 2019
Loans and leases:      
Commercial and industrial$32,959
 $30,664
$34,879
 $30,664
Commercial real estate6,973
 6,674
7,179
 6,674
Automobile12,907
 12,797
12,678
 12,797
Home equity9,010
 9,093
8,866
 9,093
Residential mortgage11,398
 11,376
11,621
 11,376
RV and marine3,643
 3,563
3,843
 3,563
Other consumer1,145
 1,237
1,073
 1,237
Loans and leases$78,035
 $75,404
$80,139
 $75,404
Allowance for loan and lease losses(1,504) (783)(1,702) (783)
Net loans and leases$76,531
 $74,621
$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 March 31,June 30, 2020 and December 31, 2019.
(dollar amounts in millions)March 31,
2020
 December 31,
2019
June 30,
2020
 December 31,
2019
Commercial and industrial:      
Lease payments receivable$1,815
 $1,841
$1,762
 $1,841
Estimated residual value of leased assets722
 728
691
 728
Gross investment in commercial and industrial lease financing receivables2,537
 2,569
2,453
 2,569
Deferred origination costs20
 19
19
 19
Deferred fees(237) (249)(214) (249)
Total net investment in commercial and industrial lease financing receivables$2,320
 $2,339
$2,258
 $2,339
The carrying value of residual values guaranteed was $97$96 million and $95 million as of March 31,June 30, 2020 and December 31, 2019, respectively. The future lease rental payments due from customers on sales-type and direct financing leases at March 31,June 30, 2020, totaled $1.8 billion and were due as follows: $0.7$0.6 billion in 2021, $0.5 billion in 2022, $0.3 billion in 2023, $0.1$0.2 billion in 2024, $0.1 billion in 2025, and $0.1 billion thereafter. Interest income recognized for these types of leases was $27$28 million and $26$27 million for the three-month periods ended March 31,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.

542020 2Q Form 10-Q Huntington Bancshares Incorporated61


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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 March 31,June 30, 2020 and December 31, 2019.2019 (1):
March 31, 2020 December 31, 2019June 30, 2020 December 31, 2019
(dollar amounts in millions)Nonaccrual loans with no ACLTotal nonaccrual loans Nonaccrual loans with no ACLTotal nonaccrual loansNonaccrual loans with no ACLTotal nonaccrual loans Nonaccrual loans with no ACLTotal nonaccrual loans
Commercial and industrial$72
$396
 $109
$323
$97
$485
 $109
$323
Commercial real estate1
30
 2
10
6
28
 2
10
Automobile
6
 
4

8
 
4
Home equity
58
 
59

59
 
59
Residential mortgage
66
 
71

66
 
71
RV and marine
2
 
1

2
 
1
Other consumer

 



 

Total nonaccrual loans$73
$558
 $111
$468
$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 March 31,June 30, 2020 and December 31, 2019:
March 31, 2020 June 30, 2020 
Past Due (1)    Loans Accounted for Under FVO Total Loans
and Leases
 90 or
more days
past due
and accruing
 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 30-59
Days
 60-89
 Days
 90 or 
more days
 Total Current 
Commercial and industrial$96
 $31
 $71
 $198
 $32,761
 $
 $32,959
 $10
(2)$46
 $24
 $87
 $157
 $34,722
 $
 $34,879
 $13
(3)
Commercial real estate12
 2
 6
 20
 6,953
 
 6,973
 
 3
 21
 4
 28
 7,151
 
 7,179
 
 
Automobile90
 18
 12
 120
 12,787
 
 12,907
 8
 47
 14
 14
 75
 12,603
 
 12,678
 8
 
Home equity46
 18
 48
 112
 8,897
 1
 9,010
 12
 26
 12
 48
 86
 8,779
 1
 8,866
 10
 
Residential mortgage76
 42
 168
 286
 11,032
 80
 11,398
 131
(3)75
 24
 194
 293
 11,237
 91
 11,621
 158
(4)
RV and marine15
 3
 3
 21
 3,622
 
 3,643
 2
 8
 3
 3
 14
 3,829
 
 3,843
 2
 
Other consumer11
 5
 4
 20
 1,125
 
 1,145
 4
 6
 2
 3
 11
 1,062
 
 1,073
 3
 
Total loans and leases$346
 $119
 $312
 $777
 $77,177
 $81
 $78,035
 $167
 $211
 $100
 $353
 $664
 $79,383
 $92
 $80,139
 $194
 

2020 1Q Form 10-Q 6255 Huntington Bancshares Incorporated


Table of Contents

December 31, 2019 December 31, 2019 
Past Due (1)    Loans Accounted for Under FVO Total Loans
and Leases
 90 or
more days
past due
and accruing
 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 30-59
Days
 60-89
 Days
 90 or 
more days
 Total Current 
Commercial and industrial$65
 $31
 $69
 $165
 $30,499
 $
 $30,664
 $11
(2)$65
 $31
 $69
 $165
 $30,499
 $
 $30,664
 $11
(3)
Commercial real estate3
 1
 7
 11
 6,663
 
 6,674
 
 3
 1
 7
 11
 6,663
 
 6,674
 
 
Automobile95
 19
 11
 125
 12,672
 
 12,797
 8
 95
 19
 11
 125
 12,672
 
 12,797
 8
 
Home equity50
 19
 51
 120
 8,972
 1
 9,093
 14
 50
 19
 51
 120
 8,972
 1
 9,093
 14
 
Residential mortgage103
 49
 170
 322
 10,974
 80
 11,376
 129
(3)103
 49
 170
 322
 10,974
 80
 11,376
 129
(4)
RV and marine13
 4
 2
 19
 3,544
 
 3,563
 2
 13
 4
 2
 19
 3,544
 
 3,563
 2
 
Other consumer13
 6
 7
 26
 1,211
 
 1,237
 7
 13
 6
 7
 26
 1,211
 
 1,237
 7
 
Total loans and leases$342
 $129
 $317
 $788
 $74,535
 $81
 $75,404
 $171
 $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.
(3)(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.

562020 2Q Form 10-Q Huntington Bancshares Incorporated63


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The following table presents each loan and lease class by vintage and credit quality indicator at March 31,June 30, 2020:
 As of March 31, 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   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) 2020 2019 2018 2017 2016 Prior Total (3)
Commercial and industrial                                    
Credit Quality Indicator (1):                                    
Pass $2,808
 $6,501
 $3,795
 $2,210
 $1,336
 $1,497
 $12,554
 $3
 $30,704
 $9,667
 $5,916
 $3,675
 $1,937
 $1,236
 $1,369
 $8,112
 $3
 $31,915
OLEM 11
 72
 169
 44
 38
 35
 258
 
 627
 348
 118
 146
 59
 77
 33
 268
 
 1,049
Substandard 23
 142
 268
 149
 118
 211
 711
 
 1,622
 241
 187
 279
 194
 91
 204
 711
 
 1,907
Doubtful 
 
 5
 
 
 1
 
 
 6
 2
 
 5
 
 
 1
 
 
 8
Total Commercial and industrial $2,842
 $6,715
 $4,237
 $2,403
 $1,492
 $1,744
 $13,523
 $3
 $32,959
 $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 $394
 $1,798
 $1,480
 $724
 $689
 $786
 $909
 $
 $6,780
 $1,023
 $1,616
 $1,287
 $603
 $610
 $700
 $720
 $
 $6,559
OLEM 
 12
 33
 5
 8
 13
 
 
 71
 44
 140
 100
 59
 23
 32
 37
 
 435
Substandard 3
 4
 10
 36
 36
 23
 9
 
 121
 19
 30
 11
 37
 56
 20
 10
 
 183
Doubtful 
 
 
 
 
 1
 
 
 1
 
 
 
 
 
 2
 
 
 2
Total Commercial real estate $397
 $1,814
 $1,523
 $765
 $733
 $823
 $918
 $
 $6,973
 $1,086
 $1,786
 $1,398
 $699
 $689
 $754
 $767
 $
 $7,179
                                    
Automobile                                    
Credit Quality Indicator (2):                                    
750+ $842
 $2,495
 $1,552
 $1,150
 $534
 $242
 $
 $
 $6,815
 $1,389
 $2,367
 $1,442
 $1,025
 $449
 $170
 $
 $
 $6,842
650-749 439
 1,981
 1,168
 657
 306
 142
 
 
 4,693
 921
 1,752
 1,011
 551
 247
 100
 
 
 4,582
<650 48
 464
 383
 268
 146
 90
 
 
 1,399
 125
 391
 327
 226
 118
 67
 
 
 1,254
Total Automobile $1,329
 $4,940
 $3,103
 $2,075
 $986
 $474
 $
 $
 $12,907
 $2,435
 $4,510
 $2,780
 $1,802
 $814
 $337
 $
 $
 $12,678
                                    
Home equity                                    
Credit Quality Indicator (2):                                    
750+ $4
 $37
 $43
 $43
 $117
 $593
 $4,617
 $191
 $5,645
 $236
 $32
 $36
 $39
 $110
 $547
 $4,511
 $193
 $5,704
650-749 3
 17
 11
 16
 37
 217
 2,301
 193
 2,795
 38
 12
 10
 14
 31
 198
 2,130
 189
 2,622
<650 
 
 2
 1
 9
 94
 345
 118
 569
 
 1
 1
 1
 7
 86
 329
 114
 539
Total Home equity $7
 $54
 $56
 $60
 $163
 $904
 $7,263
 $502
 $9,009
 $274
 $45
 $47
 $54
 $148
 $831
 $6,970
 $496
 $8,865
                                    
Residential mortgage                                    
Credit Quality Indicator (2):                                    
750+ $494
 $1,726
 $1,444
 $1,534
 $1,059
 $1,807
 $1
 $
 $8,065
 $1,492
 $1,664
 $1,236
 $1,384
 $950
 $1,608
 $
 $
 $8,334
650-749 154
 748
 527
 387
 233
 631
 
 
 2,680
 512
 586
 418
 322
 209
 565
 
 
 2,612
<650 5
 35
 61
 75
 58
 339
 
 
 573
 12
 35
 67
 75
 58
 337
 
 
 584
Total Residential mortgage $653
 $2,509
 $2,032
 $1,996
 $1,350
 $2,777
 $1
 $
 $11,318
 $2,016
 $2,285
 $1,721
 $1,781
 $1,217
 $2,510
 $
 $
 $11,530
                                    
RV and marine                                    
Credit Quality Indicator (2):                                    
750+ $211
 $600
 $720
 $407
 $184
 $325
 $
 $
 $2,447
 $562
 $585
 $682
 $386
 $174
 $300
 $
 $
 $2,689
650-749 46
 304
 269
 187
 86
 176
 
 
 1,068
 131
 263
 239
 165
 77
 159
 
 
 1,034
<650 
 14
 27
 29
 17
 41
 
 
 128
 2
 16
 25
 27
 14
 36
 
 
 120
Total RV and marine $257
 $918
 $1,016
 $623
 $287
 $542
 $
 $
 $3,643
 $695
 $864
 $946
 $578
 $265
 $495
 $
 $
 $3,843
                                    
Other consumer                                    
Credit Quality Indicator (2):                                    
750+ $35
 $74
 $36
 $12
 $6
 $11
 $325
 $2
 $501
 $52
 $69
 $32
 $11
 $5
 $10
 $325
 $2
 $506
650-749 16
 85
 30
 11
 4
 6
 352
 30
 534
 21
 74
 25
 8
 3
 5
 311
 32
 479
<650 
 14
 5
 2
 1
 2
 37
 49
 110
 1
 11
 4
 2
 1
 1
 30
 38
 88
Total Other consumer $51
 $173
 $71
 $25
 $11
 $19
 $714
 $81
 $1,145
 $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 March 31,June 30, 2020, presented in Other assets within the Condensed Consolidated Balance Sheets, was $83106 million and $117127 million of commercial and consumer, respectively.

2020 1Q Form 10-Q 6457 Huntington Bancshares Incorporated


Table of Contents

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
CommercialPass OLEM Substandard Doubtful Total
Commercial and industrial$28,477
 $634
 $1,551
 $2
 $30,664
Commercial real estate6,487
 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.

582020 2Q Form 10-Q Huntington Bancshares Incorporated65


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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 March 31,June 30, 2020 and 2019.
 New Troubled Debt Restructurings (1)
 Three Months Ended March 31, 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 industrial140
 $
 $62
 $
 $
 $62
Commercial real estate7
 
 2
 
 
 2
Automobile798
 
 6
 2
 
 8
Home equity63
 
 1
 2
 
 3
Residential mortgage101
 
 9
 2
 
 11
RV and marine28
 
 1
 
 
 1
Other consumer249
 1
 
 
 
 1
Total new TDRs1,386
 $1
 $81
 $6
 $
 $88
            
 Three Months Ended March 31, 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 industrial115
 $
 $35
 $
 $
 $35
Commercial real estate8
 
 9
 
 
 9
Automobile744
 
 5
 2
 
 7
Home equity104
 
 3
 2
 
 5
Residential mortgage76
 
 8
 
 
 8
RV and marine36
 
 
 1
 
 1
Other consumer244
 1
 
 
 
 1
Total new TDRs1,327
 $1
 $60
 $5
 $
 $66
 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 industrial98
 $
 $26
 $
 $52
 $78
Commercial real estate2
 
 1
 
 
 1
Automobile1,058
 
 14
 2
 
 16
Home equity63
 
 2
 1
 
 3
Residential mortgage105
 
 12
 2
 
 14
RV and marine68
 
 3
 
 
 3
Other consumer142
 1
 
 
 
 1
Total new TDRs1,536
 $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 industrial101
 $
 $39
 $
 $
 $39
Commercial real estate6
 
 2
 
 
 2
Automobile650
 
 4
 2
 
 6
Home equity68
 
 2
 1
 
 3
Residential mortgage96
 
 10
 1
 
 11
RV and marine31
 
 
 2
 
 2
Other consumer343
 2
 
 
 
 2
Total new TDRs1,295
 $2
 $57
 $6
 $
 $65

66 Huntington Bancshares Incorporated

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 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 industrial238
 $
 $88
 $
 $58
 $146
Commercial real estate9
 
 3
 
 
 3
Automobile1,856
 
 20
 4
 
 24
Home equity126
 
 3
 3
 
 6
Residential mortgage206
 
 21
 4
 
 25
RV and marine finance96
 
 4
 
 
 4
Other consumer391
 2
 
 
 
 2
Total new TDRs2,922
 $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 industrial216
 $
 $74
 $
 $
 $74
Commercial real estate14
 
 11
 
 
 11
Automobile1,394
 
 9
 4
 
 13
Home equity172
 
 5
 3
 
 8
Residential mortgage172
 
 18
 1
 
 19
RV and marine finance67
 
 
 1
 
 1
Other consumer587
 3
 
 
 
 3
Total new TDRs2,622
 $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 represent the impact on the provision (recovery) for loan and lease losses. Amounts for the three-month periods ended March 31,June 30, 2020 and 2019, were $9$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 March 31,June 30, 2020 and December 31, 2019, these borrowings and advances are secured by $45.1$42.8 billion and $39.6 billion, respectively, of loans and securities.loans.
            


2020 1Q2Q Form 10-Q 5967


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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 replacesreplaced 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 iswill not more likely than not of beingbe 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.

6068 Huntington Bancshares Incorporated

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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 March 31,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 March 31,June 30, 2020 and 2019.
(dollar amounts in millions) Commercial Consumer Total Commercial Consumer Total
Three-month period ended March 31, 2020:      
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
 $552
 $231
 $783
Cumulative-effect of change in accounting principle for financial instruments - credit losses (1) 180
 211
 391
 180
 211
 391
Loan charge-offs (88) (48) (136) (172) (87) (259)
Recoveries of loans previously charged-off 5
 14
 19
 9
 26
 35
Provision for loan and lease losses 347
 100
 447
 600
 152
 752
ALLL balance, end of period $996
 $508
 $1,504
 $1,169
 $533
 $1,702
AULC balance, beginning of period $102
 $2
 $104
 $102
 $2
 $104
Cumulative-effect of change in accounting principle for financial instruments - credit losses (1) (38) 40
 2
 2
 
 2
Provision (reduction in allowance) for unfunded loan commitments and letters of credit (5) (1) (6) (20) 36
 16
Unfunded commitment losses (1) 
 (1) (3) 
 (3)
AULC balance, end of period $58
 $41
 $99
 $81
 $38
 $119
ACL balance, end of period $1,054
 $549
 $1,603
 $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.

(dollar amounts in millions) Commercial Consumer Total
Three-month period ended March 31, 2019:
ALLL balance, beginning of period $542
 $230
 $772
Loan charge-offs (45) (52) (97)
Recoveries of loans previously charged-off 12
 14
 26
Provision for loan and lease losses 36
 27
 63
ALLL balance, end of period $545
 $219
 $764
AULC balance, beginning of period $94
 $2
 $96
Provision (reduction in allowance) for unfunded loan commitments and letters of credit 4
 
 4
AULC balance, end of period $98
 $2
 $100
ACL balance, end of period $643
 $221
 $864
2020 2Q Form 10-Q 69


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(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 March 31,June 30, 2020, the ACL was $1,603 million,$1.8 billion, an increase of $323$934 million from the January 1, 2020December 31, 2019 balance of $1,280$887 million. TheOf the increase, was$541 million relates primarily driven byto the deteriorating economic outlook resulting from the COVID-19 pandemic.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.

2020 1Q Form 10-Q 61


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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 March 31,June 30, 2020 and 2019:
 Three Months Ended
March 31,

Three Months Ended
June 30,
 Six Months Ended
June 30,
(dollar amounts in millions) 2020 2019 2020 2019 2020 2019
Residential mortgage loans sold with servicing retained $1,428
 $833
 $2,287
 $954
 $3,715
 $1,787
Pretax gains resulting from above loan sales (1) 39
 12
 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

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The following table summarizes the changes in MSRs recorded using the fair value method for the three-month and six-month periods ended March 31,June 30, 2020 and 2019 (1):
 Three Months Ended
March 31,
 Three Months Ended
June 30,
 Six Months Ended
June 30,
(dollar amounts in millions) 2020 2019 (1) 2020 2019 (1) 2020 2019 (1)
Fair value, beginning of period $7
 $10
 $165
 $10
 $7
 $10
Fair value election for servicing assets previously measured using the amortized method 205
 
 
 
 205
 
New servicing assets created 14
 
 26
 
 40
 
Change in fair value during the period due to:            
Time decay (2) (2) 
 (2) 
 (4) 
Payoffs (3) (6) 
 (10) 
 (16) 
Changes in valuation inputs or assumptions (4) (53) 
 (7) (1) (60) (1)
Fair value, end of period $165
 $10
 $172
 $9
 $172
 $9
Weighted-average life (years) 6.4
 6.6
 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 March 31,June 30, 2020, and December 31, 2019 follows:
March 31, 2020 December 31, 2019 (1)June 30, 2020 December 31, 2019 (1)
  Decline in fair value due to   Decline in fair value due to  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
Actual 10%
adverse
change
 20%
adverse
change
 Actual 10%
adverse
change
 20%
adverse
change
Constant prepayment rate (annualized)
17.83% $(9) $(17) 8.21% $
 $
17.32% $(9) $(17) 8.21% $
 $
Spread over forward interest rate swap rates846
bps (4) (8) 824
bps 
 
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 $17$14 million and $15$16 million for the three-month periods ended March 31,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

62 Huntington Bancshares Incorporated

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residential mortgage loans serviced for third parties was $22.8$23.2 billion and $22.4 billion at March 31,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


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8. OTHER COMPREHENSIVE INCOME
The components of Huntington’s OCI for the three-month and six-month periods ended March 31,June 30, 2020 and 2019, were as follows:
 Three Months Ended
March 31, 2020
 Tax (expense)
(dollar amounts in millions)Pretax Benefit After-tax
Unrealized holding gains (losses) on available-for-sale securities arising during the period$217
 $(48) $169
Less: Reclassification adjustment for realized net losses (gains) included in net income5
 (1) 4
Net change in unrealized holding gains (losses) on available-for-sale securities222
 (49) 173
Net change in fair value on cash flow hedges396
 (88) 308
Net change in pension and other post-retirement obligations2
 
 2
Total other comprehensive income (loss)$620
 $(137) $483
      
 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 income23
 (5) 18
Net change in unrealized holding gains (losses) on available-for-sale securities80
 (18) 62
Net change in fair value on cash flow hedges14
 (3) 11
Net change in pension and other post-retirement obligations (1)(12) 2
 (10)
Total other comprehensive income (loss)$82
 $(19) $63
 Three Months Ended
March 31, 2019
 Tax (expense)
(dollar amounts in millions)Pretax Benefit After-tax
Unrealized holding gains (losses) on available-for-sale securities arising during the period$184
 $(41) $143
Less: Reclassification adjustment for realized net losses (gains) included in net income4
 (1) 3
Net change in unrealized holding gains (losses) on available-for-sale securities188
 (42) 146
Net change in fair value on cash flow hedges8
 (1) 7
Net change in pension and other post-retirement obligations1
 
 1
Total other comprehensive income (loss)$197
 $(43) $154
(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 income9
 (2) 7
Net change in unrealized gains (losses) on available-for-sale securities172
 (38) 134
Net change in fair value on cash flow hedges60
 (13) 47
Net change in pension and other post-retirement obligations1
 
 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 income28
 (6) 22
Net change in unrealized holding gains (losses) on available-for-sale securities302
 (67) 235
Net change in fair value on cash flow hedges409
 (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 income13
 (3) 10
Net change in unrealized holding gains (losses) on available-for-sale securities360
 (80) 280
Net change in fair value on cash flow hedges68
 (14) 54
Net change in pension and other post-retirement obligations2
 
 2
Total other comprehensive income (loss)$430
 $(94) $336


2020 1Q Form 10-Q 7263 Huntington Bancshares Incorporated


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Activity in accumulated OCI for the three-month and six-month periods ended March 31,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 reclassifications44
 11
 
 55
Amounts reclassified from accumulated OCI to earnings18
 
 (10) 8
Period change62
 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 reclassifications127
 47
 
 174
Amounts reclassified from accumulated OCI to earnings7
 
 1
 8
Period change134
 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
 Total
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 March 31, 2020       
Six Months Ended June 30, 2020       
Balance, beginning of period$(28) $23
 $(251) $(256)$(28) $23
 $(251) $(256)
Other comprehensive income before reclassifications169
 308
 
 477
213
 319
 
 532
Amounts reclassified from accumulated OCI to earnings4
 
 2
 6
22
 
 (8) 14
Period change173
 308
 2
 483
235
 319
 (8) 546
Balance, end of period$145
 $331
 $(249) $227
$207
 $342
 $(259) $290
              
Three Months Ended March 31, 2019       
Six Months Ended June 30, 2019       
Balance, beginning of period$(363) $
 $(246) $(609)$(363) $
 $(246) $(609)
Other comprehensive income before reclassifications143
 7
 
 150
270
 54
 
 324
Amounts reclassified from accumulated OCI to earnings3
 
 1
 4
10
 
 2
 12
Period change146
 7
 1
 154
280
 54
 2
 336
Balance, end of period$(217) $7
 $(245) $(455)$(83) $54
 $(244) $(273)
(1)
AOCI amounts at June 30, 2020, March 31, 2020, December 31, 2019 and March 31,June 30, 2019 include $8781 million, $12187 million and $134131 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.



642020 2Q Form 10-Q 73


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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

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9.10. 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 March 31,June 30, 2020 and 2019 was as follows:
 Three Months Ended
March 31,
Three Months Ended
June 30,
 Six Months Ended
June 30,
(dollar amounts in millions, except per share data, share count in thousands) 2020 20192020 2019 2020 2019
Basic earnings per common share:           
Net income $48
 $358
$150
 $364
 $198
 $722
Preferred stock dividends (18) (19)(19) (18) (37) (37)
Net income available to common shareholders $30
 $339
$131
 $346
 $161
 $685
Average common shares issued and outstanding 1,017,643
 1,046,995
1,016,259
 1,044,802
 1,016,951
 1,045,899
Basic earnings per common share $0.03
 $0.32
$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 12,363
 14,807
7,516
 11,308
 9,939
 13,057
Shares held in deferred compensation plans 4,570
 3,836
4,908
 4,170
 4,739
 4,003
Dilutive potential common shares 16,933
 18,643
12,424
 15,478
 14,678
 17,060
Total diluted average common shares issued and outstanding 1,034,576
 1,065,638
1,028,683
 1,060,280
 1,031,629
 1,062,959
Diluted earnings per common share $0.03
 $0.32
$0.13
 $0.33
 $0.16
 $0.64
Anti-dilutive awards (1) 8,045
 3,963
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 1Q2Q Form 10-Q 6575


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10.11. 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 March 31, Three Months Ended June 30, Six Months Ended June 30,
Noninterest income 2020 2019 2020 2019 2020 2019
Noninterest income from contracts with customers $227
 $222
 $201
 $235
 $428
 $457
Noninterest income within the scope of other GAAP topics 134
 97
 190
 139
 324
 236
Total noninterest income $361
 $319
 $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 1516Segment 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 income52
 3
 
 
 
 55
Trust and investment management services10
 1
 
 34
 
 45
Insurance income12
 1
 
 11
 1
 25
Other noninterest income4
 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 income56
 4
 
 
 
 60
Trust and investment management services8
 1
 
 34
 
 43
Insurance income9
 1
 
 12
 1
 23
Other noninterest income8
 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


 Three Months Ended March 31, 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$68
 $17
 $1
 $1
 $
 $87
Card and payment processing income52
 4
 
 
 
 56
Trust and investment management services10
 1
 
 36
 
 47
Insurance income8
 2
 
 12
 1
 23
Other noninterest income8
 3
 1
 1
 1
 14
Net revenue from contracts with customers$146
 $27
 $2
 $50
 $2
 $227
Noninterest income within the scope of
other GAAP topics
66
 59
 1
 
 8
 134
Total noninterest income$212
 $86
 $3
 $50
 $10
 $361
            
 Three Months Ended March 31, 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$69
 $16
 $1
 $1
 $
 $87
Card and payment processing income50
 3
 
 
 
 53
Trust and investment management services8
 
 
 35
 1
 44
Insurance income8
 2
 
 11
 
 21
Other noninterest income8
 5
 1
 3
 
 17
Net revenue from contracts with customers$143
 $26
 $2
 $50
 $1
 $222
Noninterest income within the scope of
other GAAP topics
31
 50
 
 1
 15
 97
Total noninterest income$174
 $76
 $2
 $51
 $16
 $319
76 Huntington Bancshares Incorporated

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 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 income104
 7
 
 
 
 111
Trust and investment management services20
 2
 
 70
 
 92
Insurance income20
 3
 
 23
 2
 48
Other noninterest income12
 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 income106
 7
 
 
 
 113
Trust and investment management services16
 1
 
 69
 1
 87
Insurance income17
 3
 
 23
 1
 44
Other noninterest income16
 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

66 Huntington Bancshares Incorporated

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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 March 31,June 30, 2020 is expected to be earned within one year.

2020 2Q Form 10-Q 77


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11.12. 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 March 31,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 March 31,June 30, 2020 and December 31, 2019 are summarized below:
Fair Value Measurements at Reporting Date Using Netting Adjustments (1) March 31, 2020Fair Value Measurements at Reporting Date Using Netting Adjustments (1) June 30, 2020
(dollar amounts in millions)Level 1 Level 2 Level 3 Level 1 Level 2 Level 3 
Assets                  
Trading account securities:                  
Municipal securities$
 $28
 $
 $
 $28
$
 $45
 $
 $
 $45
Other securities8
 
 
 
 8
8
 28
 
 
 36
Available-for-sale securities:                  
U.S. Treasury securities8
 
 
 
 8
8
 
 
 
 8
Residential CMOs
 5,723
 
 
 5,723

 5,118
 
 
 5,118
Residential MBS
 4,304
 
 
 4,304

 3,838
 
 
 3,838
Commercial MBS
 849
 
 
 849

 788
 
 
 788
Other agencies
 147
 
 
 147

 147
 
 
 147
Municipal securities
 55
 2,937
 
 2,992

 55
 3,102
 
 3,157
Private-label CMO
 
 2
 
 2

 
 5
 
 5
Asset-backed securities
 478
 69
 
 547

 155
 56
 
 211
Corporate debt
 47
 
 
 47

 21
 
 
 21
Other securities/sovereign debt
 3
 
 
 3

 4
 
 
 4
8
 11,606
 3,008
 
 14,622
8
 10,126
 3,163
 
 13,297
Other securities50
 
 
 
 50
56
 
 
 
 56
Loans held for sale
 836
 
 
 836

 954
 
 
 954
Loans held for investment
 55
 26
 
 81

 67
 25
 
 92
MSRs
 
 165
 
 165

 
 172
 
 172
Derivative assets
 2,342
 42
 (1,302) 1,082

 2,278
 43
 (1,214) 1,107
Liabilities                  
Derivative liabilities
 1,369
 3
 (1,066) 306

 1,276
 3
 (1,107)��172

2020 1Q Form 10-Q 7867 Huntington Bancshares Incorporated


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 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 securities30
 2
 
 
 32
 30
 69
 
 
 99
Available-for-sale securities:         
U.S. Treasury securities10
 
 
 
 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 securities54
 
 
 
 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 March 31,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


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 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 earnings7
 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
 $


6880 Huntington Bancshares Incorporated

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Level 3 Fair Value Measurements
Three Months Ended March 31, 2020
Level 3 Fair Value Measurements
Six Months Ended June 30, 2020
    Available-for-sale securities      Available-for-sale securities  
(dollar amounts in millions)MSRs 
Derivative
instruments
 
Municipal
securities
 
Private-
label
CMO
 
Asset-backed
securities
 Loans held for investmentMSRs 
Derivative
instruments
 
Municipal
securities
 
Private-
label
CMO
 
Asset-backed
securities
 Loans held for investment
Opening balance$7
 $6
 $2,999
 $2
 $48
 $26
$7
 $6
 $2,999
 $2
 $48
 $26
Fair value election for servicing assets previously measured using the amortized method

205
 
 
 
 
 
205
 
 
 
 
 
Transfers out of Level 3 (1)
 (20) 
 
 
 

 (75) 
 
 
 
Total gains/losses for the period:                      
Included in earnings(47) 53
 (1) 
 
 
(40) 109
 (1) 
 
 
Included in OCI
 
 (68) 
 
 

 
 1
 
 
 
Purchases/originations
 
 73
 
 27
 

 
 338
 3
 28
 
Sales
 
 
 
 
 
Repayments
 
 
 
 
 

 
 
 
 
 (1)
Settlements
 
 (66) 
 (6) 

 
 (235) 
 (20) 
Closing balance$165
 $39
 $2,937
 $2
 $69
 $26
$172
 $40
 $3,102
 $5
 $56
 $25
Change in unrealized gains or losses for the period included in earnings for assets held at end of the reporting date$(47) $34
 $
 $
 $
 $
$(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$
 $
 $(68) $
 $
 $

 
 2
 
 
 
Level 3 Fair Value Measurements
Three Months Ended March 31, 2019
Level 3 Fair Value Measurements
Six Months Ended June 30, 2019
    Available-for-sale securities      Available-for-sale securities Loans held for investment
(dollar amounts in millions)MSRs 
Derivative
instruments
 
Municipal
securities
 Loans held for investmentMSRs 
Derivative
instruments
 
Municipal
securities
 
Opening balance$10
 $2
 $3,165
 $30
$10
 $2
 $3,165
 $30
Transfers out of Level 3 (1)
 (9) 
 

 (24) 
 
Total gains/losses for the period:              
Included in earnings
 12
 1
 
(1) 31
 
 
Included in OCI
 
 43
 

 
 46
 
Purchases/originations
 
 81
 

 
 108
 
Sales
 
 
 
Repayments
 
 
 (1)
 
 
 (2)
Settlements
 
 (53) 

 
 (117) 
Closing balance$10
 $5
 $3,237
 $29
$9
 $9
 $3,202
 $28
Change in unrealized gains or losses for the period included in earnings for assets held at end of the reporting date$
 $2
 $
 $
$(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$
 $
 $43
 $

 
 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 1Q2Q Form 10-Q 6981


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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 March 31,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
Three Months Ended March 31, 2020
Level 3 Fair Value Measurements
Six Months Ended June 30, 2020
    Available-for-sale securities    Available-for-sale securities
(dollar amounts in millions)MSRs 
Derivative
instruments
 
Municipal
securities
MSRs 
Derivative
instruments
 
Municipal
securities
Classification of gains and losses in earnings:          
Mortgage banking income$(47) $53
 $
$(40) $109
 $
Interest and fee income
 
 (1)
 
 (1)
Total$(47) $53
 $(1)$(40) $109
 $(1)
Level 3 Fair Value Measurements
Three Months Ended March 31, 2019
Level 3 Fair Value Measurements
Six Months Ended June 30, 2019
    Available-for-sale securities    Available-for-sale securities
(dollar amounts in millions)MSRs 
Derivative
instruments
 
Municipal
securities
MSRs 
Derivative
instruments
 
Municipal
securities
Classification of gains and losses in earnings:          
Mortgage banking income$
 $12
 $
$(1) $31
 $
Interest and fee income
 
 1

 
 
Total$
 $12
 $1
$(1) $31
 $


82 Huntington Bancshares Incorporated

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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:
March 31, 2020June 30, 2020
(dollar amounts in millions)Total Loans Loans that are 90 or more days past dueTotal 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
Fair value
carrying
amount
 
Aggregate
unpaid
principal
 Difference 
Fair value
carrying
amount
 
Aggregate
unpaid
principal
 Difference
Loans held for sale$836
 $791
 $45
 $1
 $1
 $
$954
 $906
 $48
 $1
 $1
 $
Loans held for investment81
 86
 (5) 5
 5
 
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 investment81
 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 March 31,June 30, 2020 and 2019.
 Net gains (losses) from fair value changes Net gains (losses) from fair value changes Net gains (losses) from fair value changes
(dollar amounts in millions) Three Months Ended March 31, Three Months Ended June 30, Six Months Ended June 30,
Assets 2020 2019 2020 2019 2020 2019
Loans held for sale (1) $19
 $(2) $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.

70 Huntington Bancshares Incorporated

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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 March 31,June 30, 2020 were as follows:
  Fair Value Measurements Using    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)
Three Months Ended
March 31, 2020
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 loans63
 
 
 63
 (17)116
 
 
 116
 (38)
Loans held for sale11
 
 
 11
 (2)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


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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 March 31,June 30, 2020 and December 31, 2019:
Quantitative Information about Level 3 Fair Value Measurements at March 31, 2020 (1)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 AverageFair Value Valuation Technique Significant Unobservable Input Range Weighted Average
Measured at fair value on a recurring basis:
MSRs$165
 Discounted cash flow Constant prepayment rate 12 %-37% 18%$172
 Discounted cash flow Constant prepayment rate 10 %-26% 17%
    Spread over forward interest rate swap rates 5 %-11% 8%    Spread over forward interest rate swap rates 5 %-11% 8%
Derivative assets42
 Consensus Pricing Net market price (5)%-13% 4%43
 Consensus Pricing Net market price (3)%-14% 4%
    Estimated Pull through % 3 %-100% 85%    Estimated Pull through % 4 %-100% 88%
Municipal securities2,937
 Discounted cash flow Discount rate 3 %-3% 3%3,102
 Discounted cash flow Discount rate 2 %-2% 2%
Asset-backed securities69
 Cumulative default 0 %-39% 4%56
 Cumulative default 0 %-39% 4%
    Loss given default 5 %-80% 24%    Loss given default 5 %-80% 24%
Measured at fair value on a nonrecurring basis:
Collateral-dependent loans63
 Appraisal value NA     NA
116
 Appraisal value NA    NA
(1) Certain disclosures related to quantitative level 3 fair value measurements do not include those deemed to be immaterial.

(1)Certain disclosures related to quantitative level 3 fair value measurements do not include those deemed to be immaterial.
2020 1Q Form 10-Q 71


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Quantitative Information about Level 3 Fair Value Measurements at December 31, 2019 (1)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 AverageFair Value Valuation Technique Significant Unobservable Input Range Weighted Average
Measured at fair value on a recurring basis:Measured at fair value on a recurring basis:    Measured at fair value on a recurring basis:  
MSRs$7
 Discounted cash flow Constant prepayment rate  %-26% 8%$7
 Discounted cash flow Constant prepayment rate  %-26% 8%
    Spread over forward interest rate swap rates 5 %-11% 8%    Spread over forward interest rate swap rates 5 %-11% 8%
Derivative assets8
 Consensus Pricing Net market price (2)%-11% 2%8
 Consensus Pricing Net market price (2)%-11% 2%
    Estimated Pull through % 2 %-100% 91%    Estimated Pull through % 2 %-100% 91%
Municipal securities2,999
 Discounted cash flow Discount rate 2 %-3% 2%2,999
 Discounted cash flow Discount rate 2 %-3% 2%
Asset-backed securities48
 Cumulative default  %-39% 4%48
 Cumulative default  %-39% 4%
    Loss given default 5 %-80% 24%    Loss given default 5 %-80% 24%
Measured at fair value on a nonrecurring basis:Measured at fair value on a nonrecurring basis:    Measured at fair value on a nonrecurring basis:  
MSRs206
 Discounted cash flow Constant prepayment rate 10 %-31% 12%206
 Discounted cash flow Constant prepayment rate 10 %-31% 12%
    Spread over forward interest rate swap rates 5 %-11% 9%    Spread over forward interest rate swap rates 5 %-11% 9%
Impaired loans26
 Appraisal value NA     NA
26
 Appraisal value NA     NA

(1) Certain disclosures related to quantitative level 3 fair value measurements do not include those deemed to be immaterial.
(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

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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.

72 Huntington Bancshares Incorporated

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Fair values of financial instruments
The following table provides the carrying amounts and estimated fair values of Huntington’s financial instruments at March 31,June 30, 2020 and December 31, 2019:
March 31, 2020June 30, 2020
(dollar amounts in millions)Amortized Cost Lower of Cost or Market 
Fair Value or
Fair Value Option
 Total Carrying Amount Estimated Fair ValueAmortized 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$1,904
 $
 $
 $1,904
 $1,904
$6,375
 $
 $
 $6,375
 $6,375
Trading account securities
 
 36
 36
 36

 
 45
 45
 45
Available-for-sale securities
 
 14,622
 14,622
 14,622

 
 13,297
 13,297
 13,297
Held-to-maturity securities10,193
 
 
 10,193
 10,523
9,416
 
 
 9,416
 9,856
Other securities438
 
 50
 488
 488
382
 
 56
 438
 438
Loans held for sale
 161
 836
 997
 1,000

 211
 954
 1,165
 1,167
Net loans and leases (1)76,450
 
 81
 76,531
 77,059
78,345
 
 92
 78,437
 79,502
Derivative assets
 
 1,082
 1,082
 1,082

 
 1,107
 1,107
 1,107
Financial Liabilities                  
Deposits86,830
 
 
 86,830
 86,843
93,691
 
 
 93,691
 93,702
Short-term borrowings2,826
 
 
 2,826
 2,826
146
 
 
 146
 146
Long-term debt9,796
 
 
 9,796
 9,654
9,753
 
 
 9,753
 9,992
Derivative liabilities
 
 306
 306
 306

 
 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 securities9,070
 
 
 9,070
 9,186
Other securities387
 
 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         
Deposits82,347
 
 
 82,347
 82,344
Short-term borrowings2,606
 
 
 2,606
 2,606
Long-term debt9,849
 
 
 9,849
 10,075
Derivative liabilities
 
 104
 104
 104
(1)Includes collateral-dependent loans.

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The following table presents the level in the fair value hierarchy for the estimated fair values at March 31,June 30, 2020 and December 31, 2019:
Estimated Fair Value Measurements at Reporting Date Using Netting Adjustments (1) March 31, 2020Estimated Fair Value Measurements at Reporting Date Using Netting Adjustments (1) June 30, 2020
(dollar amounts in millions)Level 1 Level 2 Level 3 Level 1 Level 2 Level 3 
Financial Assets               
Trading account securities$8
 $28
 $
  $36
$
 $45
 $
  $45
Available-for-sale securities8
 11,606
 3,008
  14,622
8
 10,126
 3,163
  13,297
Held-to-maturity securities
 10,523
 
  10,523

 9,856
 
  9,856
Other securities (2)50
 
 
  50
56
 
 
  56
Loans held for sale
 836
 164
  1,000

 954
 213
  1,167
Net loans and direct financing leases
 55
 77,004
  77,059

 67
 79,435
  79,502
Derivative assets
 2,342
 42
 (1,302)1,082

 2,278
 43
 $(1,214)1,107
Financial Liabilities               
Deposits
 82,071
 4,772
  86,843

 90,153
 3,549
  93,702
Short-term borrowings
 
 2,826
  2,826

 
 146
  146
Long-term debt
 9,004
 650
  9,654

 9,374
 618
  9,992
Derivative liabilities
 1,369
 3
 (1,066)306

 1,276
 3
 (1,107)172
Estimated Fair Value Measurements at Reporting Date Using Netting Adjustments (1)December 31, 2019Estimated Fair Value Measurements at Reporting Date Using Netting Adjustments (1)December 31, 2019
(dollar amounts in millions)Level 1 Level 2 Level 3 Level 1 Level 2 Level 3 
Financial Assets               
Trading account securities$30
 $69
 $
  $99
$30
 $69
 $
  $99
Available-for-sale securities10
 11,090
 3,049
  14,149
10
 11,090
 3,049
  14,149
Held-to-maturity securities
 9,186
 
  9,186

 9,186
 
  9,186
Other securities (2)54
 
 
  54
54
 
 
  54
Loans held for sale
 781
 98
  879

 781
 98
  879
Net loans and direct financing leases
 55
 75,122
  75,177

 55
 75,122
  75,177
Derivative assets
 848
 8
 (404)452

 848
 8
 $(404)452
Financial Liabilities
 
 
   
 
 
  
Deposits
 76,790
 5,554
  82,344

 76,790
 5,554
  82,344
Short-term borrowings
 
 2,606
  2,606

 
 2,606
  2,606
Long-term debt
 9,439
 636
  10,075

 9,439
 636
  10,075
Derivative liabilities
 519
 2
 (417)104

 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

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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.
12.13. 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 March 31,June 30, 2020 and December 31, 2019. Amounts in the table below are presented gross without the impact of any net collateral arrangements.
March 31, 2020 December 31, 2019June 30, 2020 December 31, 2019
(dollar amounts in millions)Notional Value Asset Liability Notional Value Asset LiabilityNotional Value Asset Liability Notional Value Asset Liability
Derivatives designated as Hedging Instruments                      
Interest rate contracts$27,415
 $971
 $72
 $25,927
 $256
 $36
$28,819
 $975
 $86
 $25,927
 $256
 $36
Derivatives not designated as Hedging Instruments                      
Interest rate contracts31,136
 1,063
 928
 27,614
 420
 314
32,025
 1,122
 951
 27,614
 420
 314
Foreign exchange contracts2,110
 44
 42
 2,173
 19
 18
2,093
 27
 27
 2,173
 19
 18
Commodities contracts2,606
 306
 303
 3,020
 155
 152
2,278
 197
 193
 3,020
 155
 152
Equity contracts408
 
 27
 427
 6
 1
478
 
 22
 427
 6
 1
Total Contracts$63,675
 $2,384
 $1,372
 $59,161
 $856
 $521
$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 March 31,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 
Location of Gain or (Loss) Recognized in Income
on Derivative
 Amount of Gain or (Loss) Recognized in Income on Derivative
 Three Months Ended March 31, Three Months Ended
June 30,
 Six Months Ended
June 30,
(dollar amounts in millions) 2020 2019 2020 2019 2020 2019
Interest rate contracts: 
            
Customer Capital markets fees $18
 $10
 Capital markets fees $12
 $12
 $29
 $22
Mortgage Banking Mortgage banking income 96
 12
 Mortgage banking income 6
 22
 63
 34
Interest Rate Floors Other noninterest income 
 5
 
 5
Foreign exchange contracts Capital markets fees 6
 8
 Capital markets fees 6
 7
 12
 15
Commodities contracts Capital markets fees 2
 (6) Capital markets fees 1
 2
 3
 (4)
Equity contracts Other noninterest expense (2) (1) Other noninterest expense (1) 
 (3) (1)
Total $120
 $23
 $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 hedges are executed to

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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 March 31,June 30, 2020 and December 31, 2019, identified by the underlying interest rate-sensitive instruments.
March 31, 2020June 30, 2020
(dollar amounts in millions)Fair Value Hedges Cash Flow Hedges TotalFair Value Hedges Cash Flow Hedges Total
Instruments associated with:          
Loans$
 $19,375
 $19,375
$
 $18,375
 $18,375
Investment securities2,950
 
 2,950
Long-term debt8,040
 
 8,040
7,494
 
 7,494
Total notional value at March 31, 2020$8,040
 $19,375
 $27,415
Total notional value at June 30, 2020$10,444
 $18,375
 $28,819
          
December 31, 2019December 31, 2019
(dollar amounts in millions)Fair Value Hedges Cash Flow Hedges TotalFair Value Hedges Cash Flow Hedges Total
Instruments associated with:          
Loans
 18,375
 18,375
$
 $18,375
 $18,375
Investment securities$
 $12
 $12

 12
 12
Long-term debt7,540
 
 7,540
7,540
 
 7,540
Total notional value at December 31, 2019$7,540
 $18,387
 $25,927
$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 $16$52 million and $(14)$(15) million for the three-month periods ended March 31,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.

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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 March 31,June 30, 2020 and 2019.
Three Months Ended March 31, 2020Three Months Ended
June 30,
 Six Months Ended
June 30,
(dollar amounts in millions)2020 20192020 2019 2020 2019
Interest rate contracts          
Change in fair value of interest rate swaps hedging long-term debt (1)$200
 $41
Change in fair value of hedged long term debt (1)(190) (41)
Change in fair value of interest rate swaps hedging investment securities (1)$(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 March 31,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.
Carrying Amount of the Hedged Liabilities Cumulative Amount of Fair Value Hedging Adjustment To Hedged LiabilitiesAmortized Cost Cumulative Amount of Fair Value Hedging Adjustment To Hedged Items
(dollar amounts in millions)March 31, 2020 December 31, 2019 March 31, 2020 December 31, 2019June 30, 2020 December 31, 2019 June 30, 2020 December 31, 2019
Investment securities (1)$7,573
 $
 $1
 $
Long-term debt$7,775
 $7,578
 $304
 $114
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 $(84)$(76) million and $(93) million at March 31,June 30, 2020 and December 31, 2019, respectively.

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Cash Flow Hedges
At March 31,June 30, 2020, Huntington has $19.4$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 $308$11 million and $7$47 million for the three-months periods ended March 31,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 March 31,June 30, 2020 and December 31, 2019 are $(6)$31 million and $6 million, respectively. At March 31,June 30, 2020 and December 31, 2019, Huntington had commitments to sell residential real estate loans of $2.2$2.3 billion and $1.4 billion, respectively. These contracts mature in less than one year.

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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)March 31, 2020December 31, 2019
Notional value$490  $778 
Trading assets64  19 
    

(dollar amounts in millions)June 30, 2020December 31, 2019
Notional value$540  $778 
Trading assets69  19 
    
 Three Months Ended
June 30,
 Six Months Ended
June 30,
(dollar amounts in millions)20202019 20202019
Trading gains$6
$18
 $63
$25
 Three Months Ended March 31,
(dollar amounts in millions)20202019
Trading gains$57
$7

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

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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 March 31,June 30, 2020 and December 31, 2019, were $64$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 March 31,June 30, 2020 and December 31, 2019, respectively. Huntington’s credit risk from customer derivatives was $997 million$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 1112Fair 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 2 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.

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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 $85$92 million and $22 million at March 31,June 30, 2020 and December 31, 2019, respectively. The credit risk associated with derivatives is calculated after considering master netting agreements.
At March 31,June 30, 2020, Huntington pledged $189$231 million of investment securities and cash collateral to counterparties, while other counterparties pledged $499$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.

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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 March 31,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
     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 
Gross amounts
of recognized
assets
 
Financial
instruments
 
Cash collateral
received
 Net amount
March 31, 2020Derivatives$2,384
 $(1,302) $1,082
 $(115) $(62) $905
June 30, 2020Derivatives$2,321
 $(1,214) $1,107
 $(129) $(59) $919
December 31, 2019Derivatives856
 (404) 452
 (65) (29) 358
Derivatives856
 (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
     
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 
Gross amounts
of recognized
liabilities
 
Financial
instruments
 
Cash collateral
delivered
 Net amount
March 31, 2020Derivatives$1,372
 $(1,066) $306
 $
 $(108) $198
June 30, 2020Derivatives$1,279
 $(1,107) $172
 $(40) $(28) $104
December 31, 2019Derivatives521
 (417) 104
 
 (75) 29
Derivatives521
 (417) 104
 
 (75) 29

13.14. 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 March 31,June 30, 2020, and December 31, 2019:

March 31, 2020
(dollar amounts in millions)Total Assets
Total Liabilities
Maximum Exposure to Loss
Trust Preferred Securities$14

$252

$
Affordable Housing Tax Credit Partnerships803

386

803
Other Investments184

61

184
Total$1,001

$699

$987
 December 31, 2019
(dollar amounts in millions)Total Assets Total Liabilities Maximum Exposure to Loss
Trust Preferred Securities$14
 $252
 $
Affordable Housing Tax Credit Partnerships727
 332
 727
Other Investments179
 63
 179
Total$920

$647

$906


June 30, 2020
(dollar amounts in millions)Total Assets
Total Liabilities
Maximum Exposure to Loss
Trust Preferred Securities$14

$252

$
Affordable Housing Tax Credit Partnerships858

432

858
Other Investments220

59

220
Total$1,092

$743

$1,078

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 December 31, 2019
(dollar amounts in millions)Total Assets Total Liabilities Maximum Exposure to Loss
Trust Preferred Securities$14
 $252
 $
Affordable Housing Tax Credit Partnerships727
 332
 727
Other Investments179
 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 March 31,June 30, 2020 follows:
(dollar amounts in millions)Rate 
Principal amount of
subordinated note/
debenture issued to trust (1)
 
Investment in
unconsolidated
subsidiary
Rate 
Principal amount of
subordinated note/
debenture issued to trust (1)
 
Investment in
unconsolidated
subsidiary
Huntington Capital I2.15%(2)$70
 $6
1.00%(2)$70
 $6
Huntington Capital II2.08
(3)32
 3
0.93
(3)32
 3
Sky Financial Capital Trust III2.85
(4)72
 2
1.70
(4)72
 2
Sky Financial Capital Trust IV2.85
(4)74
 2
1.70
(4)74
 2
Camco Financial Trust2.78
(5)4
 1
1.63
(5)4
 1
Total  $252
 $14
  $252
 $14
(1)Represents the principal amount of debentures issued to each trust, including unamortized original issue discount.
(2)
Variable effective rate at March 31,June 30, 2020, based on three-month LIBOR +0.70%.
(3)
Variable effective rate at March 31,June 30, 2020, based on three-month LIBOR +0.625%.
(4)
Variable effective rate at March 31,June 30, 2020, based on three-month LIBOR +1.40%.
(5)
Variable effective rate at March 31,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

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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.

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The following table presents the balances of Huntington’s affordable housing tax credit investments and related unfunded commitments at March 31,June 30, 2020 and December 31, 2019.
(dollar amounts in millions)March 31,
2020
 December 31,
2019
June 30,
2020
 December 31,
2019
Affordable housing tax credit investments$1,343
 $1,242
$1,423
 $1,242
Less: amortization(540) (515)(565) (515)
Net affordable housing tax credit investments$803
 $727
$858
 $727
Unfunded commitments$386
 $332
$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 March 31,June 30, 2020 and 2019.
 Three Months Ended
March 31,
 Three Months Ended
June 30,
 Six Months Ended
June 30,
(dollar amounts in millions) 2020 2019 2020 2019 2020 2019
Tax credits and other tax benefits recognized $29
 $27
 $30
 $26
 $59
 $53
Proportional amortization expense included in provision for income taxes 25
 22
 25
 22
 50
 44

There were no sales of affordable housing tax credit investments during the three-month and six-month periods ended March 31,June 30, 2020 and 2019. There was no impairment recognized for the three-month and six-month periods ended March 31,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.
14.15. 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 March 31,June 30, 2020 and December 31, 2019, were as follows:
(dollar amounts in millions)March 31,
2020

December 31,
2019
June 30,
2020

December 31,
2019
Contract amount representing credit risk      
Commitments to extend credit:      
Commercial$16,174

$18,326
$20,283

$18,326
Consumer14,526

14,831
14,735

14,831
Commercial real estate1,164

1,364
1,261

1,364
Standby letters of credit570

587
591

587
Commercial letters of credit5

8
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.

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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 $8$5 million and $8 million at March 31,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.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 March 31,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.
15.16. 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 4 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, (seesee Note 24 Segment Reporting) in our 2019 Form 10-K.-

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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). During 2019, the Company updated and refined its FTP methodology primarily related to the allocation

2020 2Q Form 10-Q 95


Table of deposit funding costs. Prior period amounts presented below have been restated to reflect the new methodology.Contents

Listed in the table below is certain operating basis financial information reconciled to Huntington’s March 31,June 30, 2020, December 31, 2019, and March 31,June 30, 2019, reported results by business segment.
 Three Months Ended June 30,
Income StatementsConsumer & 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 losses31
 226
 70
 
 
 327
Noninterest income218
 85
 2
 54
 32
 391
Noninterest expense422
 136
 34
 62
 21
 675
Provision (benefit) for income taxes27
 (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 losses30
 24
 5
 
 
 59
Noninterest income198
 89
 4
 49
 34
 374
Noninterest expense427
 145
 38
 67
 23
 700
Provision (benefit) for income taxes43
 39
 12
 7
 (38) 63
Net income (loss)$162
 $145
 $45
 $27
 $(15) $364
Three Months Ended March 31,Six Months Ended June 30,
Income StatementsConsumer & Business Banking Commercial Banking Vehicle Finance RBHPCG Treasury / Other Huntington ConsolidatedConsumer & Business Banking Commercial Banking Vehicle Finance RBHPCG Treasury / Other Huntington Consolidated
(dollar amounts in millions)  
2020                      
Net interest income$364
 $232
 $106
 $43
 $45
 $790
$733
 $472
 $206
 $83
 $88
 $1,582
Provision (benefit) for credit losses82
 298
 60
 1
 
 441
114
 523
 131
 
 
 768
Noninterest income212
 86
 3
 50
 10
 361
430
 170
 5
 105
 42
 752
Noninterest expense418
 129
 35
 62
 8
 652
840
 265
 69
 124
 29
 1,327
Provision (benefit) for income taxes16
 (23) 3
 6
 8
 10
44
 (31) 2
 14
 12
 41
Net income (loss)$60
 $(86) $11
 $24
 $39
 $48
$165
 $(115) $9
 $50
 $89
 $198
2019                      
Net interest income$471
 $273
 $95
 $53
 $(70) $822
$936
 $536
 $191
 $104
 $(133) $1,634
Provision (benefit) for credit losses17
 43
 9
 (2) 
 67
48
 67
 14
 (3) 
 126
Noninterest income174
 76
 2
 51
 16
 319
372
 165
 6
 100
 50
 693
Noninterest expense398
 141
 37
 64
 13
 653
827
 288
 75
 130
 33
 1,353
Provision (benefit) for income taxes48
 35
 11
 9
 (40) 63
91
 73
 23
 16
 (77) 126
Net income (loss)$182
 $130
 $40
 $33
 $(27) $358
$342
 $273
 $85
 $61
 $(39) $722
Assets at Deposits atAssets at Deposits at
(dollar amounts in millions)March 31,
2020
 December 31,
2019
 March 31,
2020
 December 31,
2019
June 30,
2020
 December 31,
2019
 June 30,
2020
 December 31,
2019
Consumer & Business Banking$24,917
 $25,073
 $51,898
 $51,675
$30,697
 $25,073
 $59,202
 $51,675
Commercial Banking37,318
 34,337
 23,530
 20,762
35,323
 34,337
 22,041
 20,762
Vehicle Finance20,431
 20,155
 525
 376
19,137
 20,155
 824
 376
RBHPCG6,747
 6,665
 6,265
 6,370
6,855
 6,665
 6,834
 6,370
Treasury / Other24,484
 22,772
 4,612
 3,164
26,413
 22,772
 4,790
 3,164
Total$113,897
 $109,002
 $86,830
 $82,347
$118,425
 $109,002
 $93,691
 $82,347



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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.

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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 March 31,June 30, 2020. Based upon such evaluation, Huntington’s Chief Executive Officer and Chief Financial Officer have concluded that, as of March 31,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 March 31,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 1415Commitments 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

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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.

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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 likely to experienceexperiencing 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)
PeriodTotal 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)
January 1, 2020 to January 31, 2020832,380
 $13.57
 $237,806,683
February 1, 2020 to February 29, 20203,605,784
 13.45
 189,306,799
March 1, 2020 to March 31, 20202,649,954
 10.55
 161,349,865
Total7,088,118
 $12.38
 $161,349,865
PeriodTotal 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. DuringHuntington did not repurchase any shares during the 2020 firstsecond 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 repurchased a totalmay, at its discretion, repurchase common shares as permitted by this Board authorization. Purchases of 7.1 millioncommon shares at a weighted averageunder the authorization may include open market purchases, privately negotiated transactions, and accelerated share price of $12.38.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

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other information filed by us with the SEC are also available free of charge atby visiting the Investor Relations section of our Internet web site.website. The address of

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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 DescriptionReport or Registration Statement
SEC File or
Registration
Number
Exhibit
Reference
Document DescriptionReport 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. 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***The instance document does not appear in the interactive data file because its XBRL tags are embedded within the Inline XBRL document ***The instance document does not appear in the interactive data file because its XBRL tags are embedded within the Inline XBRL document 
101.SCH*Inline XBRL Taxonomy Extension Schema Document *Inline XBRL Taxonomy Extension Schema Document 
101.CAL*Inline XBRL Taxonomy Extension Calculation Linkbase Document *Inline XBRL Taxonomy Extension Calculation Linkbase Document 
101.DEF*Inline XBRL Taxonomy Extension Definition Linkbase Document *Inline XBRL Taxonomy Extension Definition Linkbase Document 
101.LAB*Inline XBRL Taxonomy Extension Label Linkbase Document *Inline XBRL Taxonomy Extension Label Linkbase Document 
101.PRE*Inline XBRL Taxonomy Extension Presentation Linkbase Document *Inline XBRL Taxonomy Extension Presentation Linkbase Document 
 
*Filed herewith
**Furnished herewith
***

862020 2Q Form 10-Q Huntington Bancshares Incorporated99


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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:May 1,July 31, 2020 /s/ Stephen D. Steinour
   Stephen D. Steinour
   Chairman, President, and Chief Executive Officer (Principal Executive Officer)
   
Date:May 1,July 31, 2020 /s/ Zachary Wasserman
   Zachary Wasserman
   
Chief Financial Officer
(Principal Financial Officer)


2020 1Q Form 10-Q 10087 Huntington Bancshares Incorporated