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AGM 2019

Apr 18, 2019

Speaker 1

We're starting at 2. Right? We're starting at 2. Good afternoon. Good afternoon, everyone.

It's great to see some of you shareholders who I've seen over the years and some new ones. I'm joined this this afternoon. Thank you very much. This is a 2019 annual meeting. Of Huntington Bank Incorporated.

I'm Steve Steinauer, chairman, president CEO, and please, but, all of you are with us today. So thank you for taking the time to be with us. And welcome. I'm gonna introduce a few numbers of our board and our, management team, and then we'll, get into this, please. Let me start with our lead director, Dave Fortieth.

Dave. I can see we're doing the stretch not to stand today. Whatever you want. Let's see. Check Artasana.

Where's check? But that's on the other. Okay. Kenny Crane. Thank you.

Bob Coving. Steve Elliott. I should point out that Steve was recognized last year as one of the 100 best directors in the United States. So congratulations, Steve. Chia France?

And turn to my left now, like, hoax vendor. I think thank you. Chris English. Yes. Thank you.

Chris was just recognized a few weeks ago, has been one of the the all time achievers from the Air Force Academy. They're less than 50. People recognize your lifetime achievement out of over 50,000 graduates. So, Chris, we're thrilled to have you on board. Thank you.

Congratulations. Right? This is Keith in his talk. We do like to have some fun on the board too. Rick News.

Now Rick has been recognized this year as one of the top 100 directors in America. Congratulations, Rick. 1 of our great and longer serving directors, Kathy Rensier. Kathy, thank you. And I'd also like to introduce our new nominee for director, Aly Klein.

Aly? Thank you very much. So, I'm going to, introduce a a few members of our our executive leadership team and our regional presidents, if I will, Eric Farber, chief auditor, Candy Harmon, Consumer And Business Banking, Paul Heller, Chief Technology Operations Officer, Halder Houston, chief risk officer, Janet Lizzie, General Counsel, Doctor Pollock, Chief Financial Officer, Dan Newmayer, Chief Credit Officer, Where did Paulie tell? Rich Paulie, Pepsi Credit Officer, and Rich will be succeeding, Janice retired. Now over to Rick Demicker, our, director of commercial banking, chief human resources officer, Sandy Pierce with the client group and regional banking.

Mark Thompson, director corporate operations, Juliesecutive, chief communications and marketing officer. So, thank you all very much. This group, I will get to harass I work with every day. Thank you. And then I'll read you all leadership team.

These our, our top leaders close to our customers, closest to our customers, in all of our reach. I wanna start with Nick Browning, in Akron. John Corbin in the Indiana region? Oh, let's see. Josh at PRC here.

Greeny's not here. John Erwag, West Michigan. Thank you, John. Kevin Jones, Southern Ohio, Kentucky. Chad Frater?

West Virginia, Shawn Richardson, Cleveland, Bill Shivers, Canton, Mahoney Valley. Sharon Steyer, Northwest, Ohio. Jake Viner, our new Michigan region, mid Michigan. Welcome, Greg. And last, but certainly not least, Suzizon from Columbus.

Too. Thank you. And then please do my last is Lindsay Swell. So now I'm gonna call the meeting to order. I'll service chairman of the meeting.

After annual meeting business first and then move on to my report and then to a period of general discussion and happy to to take questions from any of our shareholders. Secretary has advised me that we have a form from conduct of business, Lindsay. Will you lead us through the business meeting, please?

Speaker 2

Yes. I'll assist you. The credit program you reached to do enter the rooms, but work with these agenda, the procedure we will follow, and we will still remain in contact with this meeting. Only shareholders as of the record date. Be permitted to participate in the business of the meeting and the discussion period.

Unless authorized by Huntington, handwritten that you be distributed during the meeting. This meeting was called by written notice for sales made available on March 7th, two thousand and nine to all shareholders of record on February 14 2019, at least 965,000,000 shares of common stock a representative in person or by proxy, which is 92% of the champions entitled to vote as of the record date, not being more than a majority, the core as president. As described in the notice, the purpose of the meeting is to consider and put on the following matters. Election of directors, verification of the appointment, Price Waterhouse Cooper as the independent registered public accounting firm for 2019. A resolution to approve on an advisory non binding basis, compensation of executives have disclosed in the proxy statement.

To hold for each matter voted on at this meeting to remain open until all matters have been presented. We'll now conduct the formal business of the meeting. In order to conduct an orderly meeting and to give eligible shareholders an opportunity to participate with all of the procedures of the program, During the context of formal business, questions and comments from the floor should contain only 2 proposals under consideration. Anyone wishing to speak or ask a question about a proposal should move to the nearest microphone. Please provide your name, address, and number shares you own or represent or volunteer before asking your questions.

After being recognized, please introduce yourself. The chairman has appointed David Dietrich and Michael Lang with Computershare investor services, Huntington's transfer agent to serve as investors of the election. The proposal stated in the message of the meeting are the only proposal to be active after this meeting. If you have returned a proxy card to us voted electronically over the Internet by telephone, your vote has already been recorded. If you're a holder of record as of February 14th, 2019, and do not return a proxy or vote electronically.

If you wish to change your vote, please raise your hand now, and you will be furnished to balance. In addition to signing your name, please enter today's date, April 18 2019. Print name legibly and indicate the number of common shares to inquire you as of the record date. So I'll now present the proposal. As for proposal number 1, the board of directors proposed to the election of 13 directors.

The nominees for directors is elected for the 1 year term expiring its 2020 annual meeting of shareholders. The nominees are all the directors currently serving with the addition of Ally Klein. Collection of each nominee requires the affirmative vote of a majority of all votes passed. Proposal number 2 is the appointment of PricewaterhouseCoopers as the company's independent registered public accounting firm for 2019. The board of directors has submitted the appointment of PricewaterhouseCoopers to the shareholders for ratification.

The affirmative vote of a majority of all votes cast is for the application of the appointment. Representative at Pricewaterhouse Teachers are present at this meeting to respond to your questions. I ask time to scan if I can introduce them. Mike Stewart? Brian Ludwig.

Thank you. And postal number 3 is the resolution to approve Huntington's executive compensation as disclosed proxy statement. This resolution is advisory only. The affirmative vote of a majority of the votes cast is required for approval of this advisory proposal. All of these proposals are discussed in detail in the proxy statement.

The board of directors recommends you vote for the nominees proposed by divorce and for proposals 23. Are there any questions related solely to the proposal? Please raise your hand to submit a completed ballot or proxy card. A hold will close following the collection of the balance and a proxy card. I ask that Ken Joanne, Ritchie Moore, and Aaron Sixty, to reappointed proxy, those any additional shares which have not been pre shipped to those it.

The inspector has presented a preliminary report. The inspector has determined that each denominates to service directors and each of proposals 23. This is a favorable vote of more than 95% of the votes passed this meeting. Any votes collected before the polls close will be reflected in the final tabulation. The final vote will be verified, recorded in the meeting minutes, and filed with the SEC and a report on 4 P.

K.

Speaker 1

Thank you, Lindsey. Based on the preliminary report of Inspector, it's clear that Ford nominees are elected the board of directors, the appointment of placeholder, our troops, ratified, checking like, and Brian, and the resolution to approve the executive compensation at supposed to proxy statement is approved. Now this concludes the formal meeting. So now I'd like to offer some comments and then we'll proceed to your questions. So I'm gonna make some forward looking statements.

This is a required disclosure. That we make whenever we release anything that's forward looking. I'm gonna move down that now. So discussion topics for the day. We had a good year in in 2018.

We continued to make strides towards becoming the best in class regional bank. We're we're working diligently every day. A lot of my colleagues around the room and facts are hard at it every day, I should say. And, we're looking to keep driving sustained long term top quartile financial performance for you, our shareholders. So today, I'd like to touch on a few topics to describe your successes in 2018 and why I'm optimistic about 2019 and beyond.

We came by reviewing 2018 results, including certain net income for the 4th year in a row as well as to achieve the top 5 of our long term financial goals on a GAAP basis 2 years earlier than expected to accomplish these results through our consistent discipline execution is focused every day. There are many regional banks you've suggested that we believe our execution have and will continue to distinguish Huntington from our peers. Next, I'll provide a brief update our strategies, and I believe they'll they will allow us to be successful as a bank to create shareholder value as we go forward. Finally, I'll cover some of our objectives for 2019. We'll close with a general q and a question and answer session.

I always look forward to your questions here in Sykes, the management team, and some of our directors will remain afterwards to be available to you. So let's begin. I'm gonna turn to slide 3 for those following on the on the the phone. 2018 was highlighted by the achievement for the first time. Of all 5 of the long term financial goals implemented with the 2014 strategic plan.

These goals were originally set by our board with the expectation of beating up to 20 20 through our focused execution, along with the dedication and hard work from our colleagues. We were able to accomplish these goals 2 years ahead of schedule. We recorded record net income for the 4th consecutive year. Our strong and consistent financial performance allowed us to increase our cash dividend for the 8th consecutive year, and we understand how important the dividend is to our shareholders. Current quarterly dividend of 14¢ share represents per quarter, represents a 27% increase over the prior quarterly dividend rate.

These dividends coupled with more than $900,000,000 of share repurchases allowed us to return nearly $1,500,000,000 capital back to our shareholders in 2018. We also strengthened the balance sheet. We strengthened our deposit base. We average course deposit close to 5% through our diversified loan portfolio with an average loan growth of 6%. Turning to slide 4, the accelerated achievement of our strategic plan allowed us to embark on a new strategic plan of 2018.

Which I'll discuss in more detail shortly. Continued investment is critical to the future success of any company. And as we've as many times, Huntington is focused on creating long term long term shareholder value. We're always looking at how we could best position ourselves for the future, and have made investments in our colleagues and in our businesses that will allow us to drive revenue growth, deliver superior customer experiences, and maintain our risk energy disciplines, including adhering to our aggregate, moderate to low risk on-site. Slide 5, we highlight the continued core growth in Huntington.

Our balance sheet is now a $109,000,000,000, making Huntington the 34th largest bank holding company in the United States. The deposit base is nearly 85,000,000,000, which represents the 25th largest in the US. 2018, we also reported annual revenue in excess of 4 and a half $1,000,000,000, the highest in the company's history. Turning to slide 6, you can see positive momentum in our net income and earnings per share growth. We posted net income of 0 1 point $4,000,000,000 in 2018, which represented a 17% increase over 2017.

This is the time in the last 7 years that we've achieved record net income. Earnings per share were a dollar 20, which was a a 20% annual increase. Now this is, once again, the highest earnings for sure we've reported both devices in 2008. On slide 7, it details our 2018 performance against our previous call center and financial calls. As I mentioned earlier, these calls introduced in 2014 with check vacation of achieving that in 2020.

You can see that we've successfully delivered all five of these goals on a full year 18. Initiatives set forth in the 2014 strategic plan drove the efficiency ratio down to 57%. More than 700 basis point improvement from 52% during 2018, the 1st full year of the plan, 2015, the 1st full year out of the plan. So this is a result of commitment to annual positive operating leverage and the scale we've built in our businesses. We're especially pleased with our 18% return on tangible common equity, which we believe distinguishes us from our peers as a top performing regional bank.

Turning to slide 8, adherence to our aggregate, ottercello risk appetite, 16, our 2018 Sequium results. Sequium Arch the Federal Reserve, the Federal Reserve that dictates the ability to deny dividends, the level of these dividends, and the use of capital, such as share repurchases. Our 2018 C corp, capital plan received no objection from the Federal Reserve that's, like, an approval. That's the best you can get, in regulatory fee. The plan included 27% increase of the quarterly dividend, The current 14¢ per share, the repurchase of $31,100,000,000 of common stock.

Due to recent regulatory relief, to of to the CCAR process, we're only now required to submit the CCAR results manually. However, we still continue performing internal stress testing as we believe, and it's a good risk management practice and has made us a better bank. Although we weren't required to submit the stress test results, we recently submitted our 2019 capital plan. So I'm rather limited in what I can say at this point, but we believe we're well positioned for both the earning and credit and a capital perspective to continue returning capital tax to our shareholders at an attractive rate. I'll send certain how the regulatory environment will you need to evolve, we have stated that we intend to target a total payout ratio of 70 to 80 percent of earnings including the 40 to 45 on dividend payout over time.

We feel that this amount of capital returned to our shareholders while investing in the remaining portion Inshore businesses describe organic growth provides a compelling, long term, value proposition. Turning to slide 9 and highlights our stock performance last year and since 2010. As I stated in the annual letter, our Sherpa Comitz was one area we were disappointed 18, but we outperformed the peer group to be in by 5% on total shareholder return, which assumes the reinvestment of dividends there was sharp equity market sell off at the end of the year that has impacted all the banks including Huntington. In the chart of the right, you can see that she listed shareholder return January 1 2010, which aligns with the implementation of our strategy originally in 2009. Since that time, Huntington has delivered total shareholder returns, we did it 1% compared to our a 174% for our peers.

So this is out form a proof that our strategic plans are working and that our execution has been strong. And while the executive leadership team and the board are fully aware of short term performance, we're appropriately focused on long term performance. I'm turning now to Slide then, we don't focus on just 1 quarter or even 1 year. It's crucial that our decision making focuses on through the cycle performance and, importantly, adherence to our aggregate moderate below risk appetite. Taking measures to ensure that management interests are aligned with those of our long term shareholders.

We have hold the retirement and fallback provisions in all the plans with all of our award, and we implemented these changes years ago. And as a result, the board, management, and hunting colleagues collectively are the 7th largest shareholder. We're all long term shareholders, and we're managing hunting to position ourselves for long term success. Turning to driven nature of our business of Huntington today. Our purpose simply stated is to make keeping lives better.

Help businesses drive and strengthen the communities we serve. Our purpose is reflected in the behaviors and interaction. You and our customers experience with their colleagues every day. That's our intent, and that's our aspiration. Our purpose is becoming ingrained in our culture, our brand, and our value creation model.

For purpose and our values for instrumental in the development of our new strategic plan. We believe that purpose drives performance. Turning to slide 12, the accelerated achievement of our goal set forth since the 2014 strategic plan allowed us to begin a New Jersey journey. 2018, we completed a new 3 year strategic plan. Our path to strategic plan significantly advanced the company's financial performance and competitive positioning.

Unfortunate to be in a position to build on a strong foundation with these previous years. The disciplined execution of these plans positioned us as an industry leader in customer experience It's best demonstrated with numerous service awards. Huntington has received over many years in consumer, small business, auto dealer, middle and middle market banking. Turning to slide 13. The primary team of our 2018 strategic plan is continuing to differ Shane Huntington Place a superior customer experience.

This is a strategic plan. We're gonna continue to extend our customer experience advantage over others in the industry throughout our organization with the goal of improving both customer acquisition, reducing customer attrition, and deepening the relationships with all of our customers. So we're continuing to make significant investments in our colleagues and technology, especially digital technology. Our investments will lead better efficiencies created by increased digitization and improved execution. On slide 14 into the key pillars of our strategic execution.

Our culture is rooted in our purpose to help others, and we have a long legacy of strong customer service. A category of 1 pillar is designed to build on the strong legacy and aspiration and aspires to further differentiate Huntington from other banks. Delivering exceptional customer experience, requires highly engaged, value driven, passionate colleagues who want to exceed expectations, not merely meet them every day. So we build a distinct brand, and we'll continue to invest and build our brand reputation of treating customers fairly and looking after that. Customer satisfaction metrics are industry leading, and have been for many years, and we're working to drive further improvement.

We remain focused on deepening relation to our optimal customer relationship strategy, but there's still a significant opportunity big opportunity within our customer base. Roll out a deductible customer relationship strategy drove our ability to expand customer relationships. The strategy brings the full case abilities to bank to our customers to meet specific needs, the strategy drive and has driven market share gains, as well as share of wallet improvement. Finally, we look to build on the local tenants by leveraging our talented regional presidents, their local presence, and keep ties they have. To the communities they serve.

We're organized to deliver locally and safely committed to our communities. On slide 15, it shows our new long term financial goals, which we announced last year. We continue to target 4 to 6 percent annual revenue growth positive operating leverage from or maintaining revenue growth above expense growth. We lowered the efficiency ratio range 53 to 56%, bringing down both ends of the previous range by 3 percentage points. That means more of every dollar of revenue translates into income.

The average through the cycle that charge offs target claimed remains at 35 to 55 basis points. And finally, we increased the return on tangible common equity to a target range of 17 to 20 percent, an improvement of 3 points from the top end of the prior range. In May, Huntington will publish 1 lie, 3rd annual environmental, social, and governance report, or ESG report. Some of you might know this is corporate social responsibility. This document details many of the powerful things Huntington's doing every day.

You each of these categories. Now we're committed to doing the right thing for all of our stakeholders. It's deeply ingrained in our culture. If you're interested in learning more about our commitment to ESG and our achievements in each of these areas, please check our website next month. This is going to be an online document, Arlene.

If you do not have access to the internet, our investor relations relations area, Sprint, and will mail you a copy. Part of the ESG is making sure we're not producing paper. Is titled, purchase drives, performance, and hopefully you're beginning to see a team here. Purpose is at the heart of everything we do. We live our values.

We live our values every day. Now creating shareholder value and delivering stronger terms as our primary phone for 2019 as it is for every year. We remain committed to discipline, strategically focused execution of our long term plan while investing in our colleagues and our businesses. Markets have recently experienced a higher level of volatility for local economies across our footprint to name strong. And businesses continue to perform very well.

Consumers remain upbeat with strong labor market driving wage inflation. Nonetheless, we believe that we're late innings of the economic cycle. So we're being disciplined with loan pricing, structure, making sure technology, risk management, and customer experience, our 2018 strategic plan includes initiatives that we believe will continue drive industry leading customer satisfaction, resulting in further relationship growth and customer acquisition. And as this Huntington's way, we continue to raise the bar for ourselves with the new law firm of potential goals dedicated to executing a new plan, as we have with the prior strategic plan, we and ultimately reaching our new long term goal. So before we open the floor to the to your question, one more slide on behalf of All of our directors.

Our colleagues and shareholders would like to welcome Ally Spine as she joins our board of directors for her first meeting. I'm not sure where we got the glamour side alley, but it's great. Allie was previously the held the position of chief collecting and communications officer for Oak Incorporated of Verizon communication hub from 27 to 18 as well as that America online platforms from 2013 to 27th, seeing the welcome Ally's expenses I mean, extensive experience, expertise, consumer, and business to business marketing and branding. We look forward to working with Ally in the coming years, to further enhance Huntington's brand. So thank you very much.

We now have some time for shareholders. Best question or to be heard, Lindsay, will you review the procedures for the Q and A

Speaker 2

Yes, Steve. We always welcome to view comments and questions of our shareholders. To ensure that this session is meaningful and constructive, we ask for questions and remarks. He limited to those of concern or interest to all shareholders. Matters which are of a personal or individual nature generally, may be raised with the appropriate members of management during the period following this session or at any time by contacting a debt to a relation.

Any shareholder who wishes to speak should set to the aisle, and a volunteer will provide you with a microphone. Please provide your name, address, and the number of your phone or representative proxy to the volunteer. Please speak to the recognized before speaking and state your name prior to ask you a question. To be fair to all shareholders, you're limited to 3 minutes. If time permits can be recognized at the same time.

Questions?

Speaker 1

I don't know. I'll have a group like this a little bit intimidating, but we're we'll be here later as well, please. Mark Fry from Akron, Ohio. I have all of 300 shares and increasing that each dividend time. So thank you very much.

Very much. I just wanna say I noticed that we've created a new, in May, a new minimum wage of $16 an hour and reducing some benefits to the cost to our employees. I think that's an excellent move, and I wanna encourage everyone to continue to do that. Taking share of our employees is really important. Good solid job in this area is really, really needed.

Just a question, any other opportunities to, enlarge the Huntington family? Mergers, ideas, acquisitions. I think we got this to Wisconsin, but maybe the the, divestiture. Thank you for pointing out, the importance of taking care of our colleagues. It's something we've been, focused on for a number of years.

It's translating into, even better than our customer experiences and services support. So thank you for recognizing that, and for taking the trip to Max. We have, we have a a lot, of opportunity in front of us to grow the company organically. Just getting better at what we do, acquiring, more of, you know, primary relationships, and, we've got a very broad product menu offering more of our products and capabilities. To our customer.

And so that's our our, orientation. And as we as Mac and I share on different investor calls, including what we'll be releasing next week. There's a a sensitivity to just, bank stocks have run up. It's we think late in the economic cycle. And so we think the prudent thing to do is to stay focused on organic growth versus other opportunities that they're Sorry to disappoint.

We we are in the process. We're okay. We're in the pro thank you. We're in the process of we haven't yet closed the, Zipail Wisconsin just to touch on that for a moment. We have wonderful college full time as well.

But we have a very small presence, and we're spread across a very big state. We don't have a Tinder property in. So continue to do as we look to the last year, we thought it was best for our shareholders to take that action. Being none, I don't have. I will To conclude the few question and answer period, management will will be here.

We'll be pleased to speak to to all of our shareholders at the committee I wanna thank you, for attending. Mark, thanks for driving from, action. Grateful for your support during this past year. I look forward to seeing you again here next year. Your refreshments in the room.

I hope you'll enjoy those. So now declare the meeting

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