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HBAN > SEC Filings for HBAN > Form 8-K on 14-Nov-2008All Recent SEC Filings

Show all filings for HUNTINGTON BANCSHARES INC/MD | Request a Trial to NEW EDGAR Online Pro

Form 8-K for HUNTINGTON BANCSHARES INC/MD


14-Nov-2008

Change in Directors or Principal Officers


Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. The Information set forth under "Item 1.01 Entry into a Material Definitive Agreement", "Item 3.02 Unregistered Sales of Equity Securities" and "Item 3.03 Material Modification of the Rights of Security Holders" relating to executive compensation is incorporated by reference into this Item 5.02.
Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
The Board of Directors of Huntington, and a duly authorized committee thereof, by duly adopted resolutions, classified and designated 1,398,071 shares of serial preferred stock of Huntington as 1,398,071 shares of Series B Preferred Stock, with the preferences, conversion and other rights, voting powers, restrictions, limitations as to dividends and other distributions, qualifications, and terms and conditions of redemption set forth in the Articles Supplementary classifying the Series B Preferred Stock. The reclassification became effective upon the acceptance for record by the State Department of Assessments and Taxation of Maryland on November 12, 2008, of the filing of the Articles Supplementary classifying the Series B Preferred Stock.
A copy of the Articles Supplementary classifying the Series B Preferred Stock filed with the State Department of Assessments and Taxation of Maryland is attached hereto as exhibit 3.1 and incorporated herein by reference. Item 9.01. Financial Statements and Exhibits.
The exhibits referenced below shall be treated as "filed" for purposes of
Section 18 of the Securities Exchange Act of 1934, as amended.
(d) Exhibits.

3.1    Articles Supplementary of Huntington filed on November 12, 2008, with the
       State Department of Assessments and Taxation of Maryland classifying
       1,398,071 shares of serial preferred stock as shares of Series B Preferred
       Stock.

4.1    Warrant to purchase up to 23,562,994 shares of common stock, issued on
       November 14, 2008.

10.1   Letter Agreement including Securities Purchase Agreement - Standard Terms,
       dated November 14, 2008, between Huntington and the United States
       Department of the Treasury.

99.1   Press Release of Huntington issued November 14, 2008.


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