SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 __________________________________________ FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 __________________________________________ DATE OF REPORT: APRIL 28, 1995 __________________________________________ HUNTINGTON BANCSHARES INCORPORATED (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER) ___________________________________________ Maryland 0-2525 31-0724920 - ---------------- --------------------- ----------------------- (STATE OR OTHER (COMMISSION FILE NO.) (IRS EMPLOYER JURISDICTION OF IDENTIFICATION NUMBER) INCORPORATION OR ORGANIZATION) __________________________________________ Huntington Center 41 South High Street Columbus, Ohio 43287 (614) 480-8300 (ADDRESS, INCLUDING ZIP CODE, AND TELEPHONE NUMBER INCLUDING AREA CODE OF REGISTRANT'S PRINCIPAL EXECUTIVE OFFICES) ________________________________________ ITEM 5. OTHER EVENTS. On April 28, 1995, Huntington Bancshares Incorporated ("Huntington") issued a news release announcing that the Board of Directors of Huntington has authorized the continuation of Huntington's common stock repurchase program and the additional purchase of shares in connection with such program. The information contained in the news release, which is attached as an exhibit to this report, is incorporated herein by reference. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS. (c) Exhibits. Exhibit 99 -- News release of Huntington Bancshares Incorporated, dated April 28, 1995. 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 hereunto duly authorized. HUNTINGTON BANCSHARES INCORPORATED Date: May 3, 1995 By: /s/ John D. Van Fleet -------------------------------- John D. Van Fleet Senior Vice President and Corporate Controller ------------------------------------------ NEWSRELEASE [HUNTINGTON BANKS LOGO] FOR IMMEDIATE RELEASE FOR FURTHER INFORMATION, CONTACT: SUBMITTED: APRIL 28, 1995 JACQUELINE THURSTON (614) 480-3878 HUNTINGTON BANCSHARES INCREASES AUTHORIZED SHARES FOR STOCK REPURCHASE PLAN COLUMBUS, Ohio -- Huntington Bancshares Incorporated (NASDAQ:HBAN) announced that its Board of Directors has authorized a continuation of Huntington's common stock repurchase program. The Board authorized the additional purchase of up to ten million shares by means of open market purchases and privately negotiated transactions. The shares will be purchased and reserved for reissue as required by the terms and provisions of the company's dividend reinvestment, director and employee stock purchase, stock option and other benefit plans, as well as for other corporate purposes. Huntington's common stock repurchase program was initiated in August 1987. As of March 31, 1995, a total of 15.8 million shares (adjusted for stock dividends and stock splits) had been repurchased, with 1,915,056 shares remaining to be repurchased under the previous authorizations. Shares remaining under the existing program and five million shares of the new authorization are expected to be repurchased during the next eight months. The remaining five million shares will be repurchased as needed in 1996. At March 31, 1995, Huntington had 129.9 million shares of common stock outstanding. - More - Huntington Bancshares is a regional bank holding company headquartered in Columbus, Ohio with assets of approximately $18.1 billion. The company's banking subsidiaries operate 344 offices in Ohio, Florida, Illinois, Indiana, Kentucky, Michigan, Pennsylvania, and West Virginia. In addition, Huntington's mortgage, trust, investment banking and automobile finance subsidiaries manage 74 offices in the eight states mentioned as well as Georgia, Maryland, New Jersey, North Carolina, and Virginia. ###