Employee Handbook. Subject: Paid Time Off (PTO) Approved By: Employee Handbook Team. Effective Date: January 1, Reviewed: January 19, 2015

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Subject: Paid Time Off () Approved By: Employee Handbook Team Employee Handbook Effective Date: January 1, 2006 Reviewed: January 19, 2015 HANDBOOK STATEMENT Huntington provides a flexible Paid Time Off () program for both full-time and part-time employees on an annual basis to provide employees with time away from work to balance work and personal life. The Year is January 1 through December 31. Paid Time Off may be used for a variety of reasons, including, but not limited to, the following: Vacation Personal business that cannot be conducted during non-work hours Celebration of non-huntington observed holidays Occasional non-work related illness or injury of employee, family member, or friend Additional days for bereavement leave not covered under current Bereavement Leave handbook statement School or social events Appointments Family or personal emergencies Volunteer activities Otherwise unpaid absences under the Inclement Weather handbook statement Additionally, if you qualify for Short-Term Disability (STD) benefits, you are also required to use during the seven (7) calendar-day waiting period before your STD benefits begin. (However, if you qualify for short term disability (STD) for the birth of a child, you may choose to use approved Family Time Off (FTO) during the seven (7) day elimination period. Refer to the Family Leave (including FTO) Handbook Statement for complete details.) Time off for observed Attendance Recognition Day, Holiday Time, Bereavement Time, Jury Duty, and leaves such as Military Leave, Medical Leave, and Other Unpaid Leaves are separate from. Eligibility for time off and paid benefits for these reasons is outlined in those specific handbook statements. Eligibility Huntington provides for full-time (F) and part-time (P1, P2, P3) employees. Your length of service, job grade, and FLSA status (non-exempt vs. exempt) will determine your eligibility for. Intern (S) and Temporary (T) employees, and employees in the job codes and position titles listed below are not eligible for. 1

Job Code Position Title 3130 Retail Investment Specialist/Team Leader 3138 Retail Investment Associate Team Leader 3139 Retail Investment Associate Team Leader - Senior 3583 Insurance Sales Executive - Senior 3586 Insurance Sales Executive 3809 Mortgage Region Manager 3831 Mortgage Sales Manager 3839 Regional Sales Manager - Broker 4091 HIC Senior Team Leader 4500 Retail Investment ATL Supervisor 5418 Managing Director - Institutional Investments 5591 Huntington Financial Advisor 5592 Huntington Financial Advisor - Sr Eligibility for increased amounts of (based on years of service) will occur beginning January 1 of the calendar year in which your qualifying anniversary falls. Example: A full-time Teller, Grade 67, is hired on May 5, 2012. As of January 1, 2017, (the year in which the Teller would celebrate 5 years of service), the employee would be eligible for an increased amount of. You must be on active status on the last day of the calendar year to be eligible for for the following calendar year. If you are not on active status on the last day of the calendar year, then you will not be eligible for during the new calendar year until you have returned to your regular work schedule for at least two (2) consecutive work weeks at which time you will be eligible for all of your for that calendar year. Availability is available upon your date of hire. When you are newly hired, you will receive a pro-rated amount of to use during your first year of employment based on your date of hire. must be used in the calendar year in which it is granted. Unused cannot be carried over to the following calendar year. is available as outlined in the following tables: 2

As of January 1 of the year in which this anniversary is celebrated Full Time (Exempt)* 1-4 years 16 days (Max 128 hrs) 5-14 years 22 days (Max 176 hrs) 15+ years 27 days (Max 216 hrs) Salary Grades 70 and Below F (8 hr day) 128 hours 176 hours (22 days) 216 hours (27 days) P1 (7 hr day) 112 hours 147 hours 182 hours (26 days) P2 (5 hr day) 55 hours (11 days) 80 hours 105 hours P3 (4 hr day) 44 hours (11 days) 64 hours 84 hours As of January 1 of the year in which this anniversary is celebrated Full Time (Exempt)* 1-4 years 21 days (Max 168 hrs) 5-14 years 22 days (Max 176 hrs) 15+ years 27 days (Max 216 hrs) Salary Grades 71 & 72 F (8 hr day) 168 hours 176 hours (22 days) 216 hours (27 days) P1 (7 hr day) 147 hours 147 hours 182 hours (26 days) P2 (5 hr day) 80 hours 80 hours 105 hours P3 (4 hr day) 64 hours 64 hours 84 hours Salary Grades 73 and Above As of January 1 of the year in which this anniversary is celebrated Full Time (Exempt)* 1-4 years 26 days (Max 208 hrs) 5+ years 27 days (Max 216 hrs) 3

Part-Time Exempt As of January 1 of the year in which this anniversary is celebrated Grade 70 Grade 71/72 Grade 73+ 1-4 years 5-14 years 15+ years 1-4 years 5-14 years 15+ years 1-4 years 5-14 years 15+ years P1 (7 hr day) P2 (5 hr day) P3 (4 hr day) 112 hrs (16/7 hr days) 80 hrs (16/5 hr days) 44 hrs (11/4 hr days) 147 hrs (21/7 hr days) 105 hrs (21/5 hr days) 64 hrs (16/4 hr days) 182 hrs (26/7 hr days) 130 hrs (26/5 hr days) 84 hrs (21/4 hr days) 147 hrs (21/7 hr days) 147 hrs (21/7 hr days) 182 hrs (26/7 hr days) 182 hrs (26/7 hr days) 182 hrs (26/7 hr days) 182 hrs (26/7 hr days) 105 hrs (21/5 hr days) 105 hrs (21/5 hr days) 130 hrs (26/5 hr days) 130 hrs (26/5 hr days) 130 hrs (26/5 hr days) 130 hrs (26/5 hr days) 64 hrs (16/4 hr days) 64 hrs (16/4 hr days) 84 hrs (21/4 hr days) 84 hrs (21/4 hr days) 84 hrs (21/4 hr days) 84 hrs (21/4 hr days) Pro-rated Based on Date of Hire Month Employment % of Time Begins January 100% February 95% March 90% April 80% May 70% June 60% July 50% August 40% September 30% October 20% November 10% December 0% All calculations will always be rounded to the nearest whole day or hour, depending on whether or not you are an exempt (salaried) or non-exempt (hourly) employee. calculations ending in 0.00 to 0.49 will be rounded down. calculations ending in 0.50 to 0.99 will be rounded up. Example: A full-time Teller, Grade 67, is hired and will begin employment on April 15. The calculation would be: 128 hours of (based on full-time status of grade 67) x 80% (percent time available based on April start date) = 102.4 hours. Employee would be eligible for 102 hours of based upon date of hire (0.40 rounded down). Assuming a start date of August 15, the calculation would be: 128 hours of (based on full-time status of grade 67) x 40% (percent time available based on August start date) = 51.2 hours. Employee would be eligible for 51 hours of based upon date of hire (0.20 rounded down). 4

Additional to an individual employee or group of employees as a reward or recognition for performance is prohibited. Required Use of For All Employees In order to comply with regulatory requirements, all employees are required to use available one (1) time per calendar year that will take the employee out of the office for five (5) consecutive business days (excluding company paid holidays) in which the office is open. If you are normally scheduled to work on a company paid holiday, the company paid holiday exclusion may not apply (i.e. Phone Bank, In-store Banking). However, please note that based on your job classification, work schedule, and business operation schedule, this requirement may not necessarily require you to use five (5) days of to meet this requirement. (See examples on the following page.) Implementation of this requirement is also consistent with Huntington s desire to provide employees time away from work to balance work and personal life in addition to helping the Bank mitigate potential risk. If your business segment has other specific requirements pertaining to this required time, then you will receive further information from your business segment manager. When five (5) consecutive days out of the office requirement has not been met, employees will be required to use unpaid days to fulfill this requirement. Important Note for New Hires: If you are hired between January 1 st and May 31 st, you must comply with the required five (5) consecutive business days out of the office during the same calendar year that you were hired. If you are hired between June 1 st and December 31 st, you will not need to comply with this requirement until the following calendar year. Example 1: Example 2: A full-time employee is normally scheduled to work M-F from 8am-5pm in a segment that does not operate on Saturdays or Sundays. To comply with five (5) consecutive business days out of the office, the employee would need to take five (5) days of. (M, T, W, Th, F), or (Th, F, M, T, W), etc. However, it may not include a bank holiday (unless the employee is normally scheduled to work on that holiday). If the 4th of July, for example falls on a Monday, then the full-time employee would need to take either the Friday before or the following Monday off to meet the five (5) consecutive business days out of the office as the Monday Bank holiday would not be included in the (5) consecutive business days out of the office. A part-time employee in a retail branch is only scheduled to work on Tuesdays and Thursdays each week. The retail branch is also open on Saturdays. To comply with the statement, the employee would only need to take two (2) days of (T, Th of the same week), or (Th, and next T) to meet the five (5) consecutive business days out of the office. 5

Example 3: A part-time employee in the Phone Bank is scheduled to work every Saturday and Sunday and Monday. The Phone Bank is open 7 days a week. The employee would only be required to take one (1) day on a Saturday or a Monday to meet the requirement of being out of the office for the five (5) consecutive business days. If he/she takes on a Monday, the five (5) consecutive business days out of the office would be (M, T, W, Th, F). If he/she takes on a Saturday, the five (5) consecutive business days out of the office would be (T, W, Th, F, S). Use and Scheduling of Based on whether or not is scheduled in advance, will be considered either Scheduled or Unscheduled. If your absence is related to Holiday Time, Bereavement Time, Jury Duty, or a Leave of Absence, please refer to the applicable handbook statements. For all other absences, you are required to use available when taking any time off from work. If you are a non-exempt employee, for pay purposes in the event of a tardy, early departure or mid-day absence, one of the following may occur: With manager approval, you may be able to make up the time missed, provided the time is made up during the same workweek, instead of using. You may use at a minimum of one-hour increments. If you are not approved to or are unable to make up the time missed in the same workweek, or do not have available, then your time absent will be unpaid. Only your manager or your manager s designee will be able to enter used in etime. If you are a non-exempt employee, requests for scheduled are to be made through etime in advance of the day(s) to be requested and approved by your direct manager. For unscheduled or approved previously not entered, your manager or designate will enter the date(s) used in etime. Check with your manager for additional requirement(s) for requesting. Scheduled Huntington will attempt to accommodate your scheduling requests whenever possible; however, maintaining proper staffing levels to provide exemplary customer service will be a primary consideration. You should provide as much advance notice as possible when requesting to take. In order for your absence to be deemed scheduled, you are expected to provide advance notice of your absence and receive management approval. Generally, advance notice of at least two (2) business days or more will be required. Your manager will designate the required advance notice period for your office/department based on the needs of the business and department criteria. 6

Managers are responsible for determining and communicating your department s process for scheduling. Managers may choose to consider your length of service, grade level and timing of request to resolve Scheduled scheduling conflicts. Huntington also encourages you to work together to assist in resolving potential conflicts so as to avoid the need for manager intervention. When you are off work for a full day, you are required to record for the total number of hours you were scheduled to work that day. Unscheduled Huntington recognizes that there will be infrequent times when you will be unable to provide advance notice of an absence (e.g., illness, emergency, etc.). When is unable to be scheduled in advance, you will still be paid for your absence under the policy assuming you have available; however, the absence will be considered Unscheduled. Reference the Attendance & Dependability handbook statement for additional detail. Use it or Lose It must be taken in the calendar year it is granted. Unused cannot be carried over to the following year. Unused will be forfeited. However, not used due to business necessity may be paid out at year-end if it is pre-approved and authorized by your business segment Leadership Team member. Credit for Previous Years of Service for Calculations For employees hired on or after January 1, 2009, if you worked for Huntington Bancshares Incorporated or one of its subsidiary or affiliate companies any time during the five year period immediately preceding your new date of employment, then you will be given credit for your years of most recent previous employment when calculating your available ; however, the period between your employment separation and rehire is not considered for purposes of calculating your available. Previous employment with a company that has since merged with or been acquired by Huntington will not be considered as employment with Huntington for purposes of this calculation. Example 1: Example 2: A newly hired grade 71 employee would normally have available 21 days of for use during the employee s first four years of employment. However, if a former employee who is rehired on January 1, 2009 had previously worked for Huntington from May 2, 1990 to April 15, 2007, then beginning on the employee s first day of reemployment, the employee will have available for use 27 days of immediately upon reemployment, which is the amount of available to a grade 71 employee who has been employed by Huntington for 15+ years. A newly hired grade 71 employee would normally have available 21 days of for use during the employee s first four years of employment. However, if a former employee who is rehired on July 1, 2009 had previously worked for 7

Huntington from May 2, 1990 to April 15, 2007, then beginning on the employee s first day of reemployment, the employee will have available for use 14 days of immediately upon reemployment, which is the amount of prorated available for a grade 71 employee who has been employed by Huntington for 15+ years. Thereafter, the employee will have available for use 27 days of in subsequent calendar years, which is the amount of available to a grade 71 employee who has been employed by Huntington for 15+ years. Example 3: A newly hired grade 71 employee would normally have available 21 days of for use during the employee s first four years of employment. The employee is rehired on January 1, 2013. The employee previously worked for Huntington between January 1, 2001, and December 1, 2007. The employee would not receive credit for prior years of service for purposes of calculating because gap in service since he/she left is greater than five years (December 1, 2007 to January 1, 2013 is 5 years and 1 month). Smallest Increments to Use If you are a non-exempt employee, you may use in as small as one (1) hour increments. If you are an exempt employee, you may use in as small as half (1/2) day increments. Overtime Considerations is paid at your regular pay rate in effect at the time it is used. will not be counted in overtime calculations for non-exempt employees. Time-off taken in excess of your available will not be paid. Depending on the circumstances of your absence and at your manager s discretion, an attendance credit may be deducted from your attendance bank under the Attendance and Dependability handbook statement, even if the time-off is pre-scheduled with your manager. Eligibility While On Leave of Absence You will be required to use during your approved leave of absence, unless you qualify for Short-Term Disability (STD) benefits. If you qualify for STD benefits, you are required to use during the seven (7) calendar-day elimination period before your STD benefits begin. However, if you qualify for short term disability (STD) for the birth of a child, you may choose to use approved Family Time Off (FTO) during the seven (7) calendar-day elimination period. Refer to the Family Leave (including FTO) Handbook Statement for complete details. You must be on active status on the last day of the calendar year to be eligible for during the following calendar year. However, if you qualify for Short-Term Disability (STD) benefits, and your seven (7) calendar day waiting period begins during the current year and carries over into the following year, any unused from the previous year may be used during the seven (7)-calendar-day waiting period before STD benefits begin. 8

Additionally, if you are on an approved leave of absence that extends beyond December 31, you will not be eligible for until you have returned to your regular work schedule for a period of two (2) consecutive workweeks. If Employment Ends If your employment ends (including Retirement), you will receive a pro-rated amount of (less any already used) as reflected in the chart that follows provided the following conditions are met: you have been employed with the Company for more than one year; you provide two weeks' written notice; you continue working after giving notice; you are not currently in a draw deficit (i.e. mortgage loan officer) If your employment ends during your first 12 months of employment (based on your most recent hire date), you WILL NOT be eligible for any pro-rated payment of upon your departure. If your employment is involuntarily terminated due to dishonesty, falsification of application, misconduct, or violation of the conditions of your employment (e.g., harassment, theft, violence or threats of violence, serious infractions of Huntington s employee handbook statements or rules), then payment of any unused will also be forfeited. Pro-Rated Upon Termination of Employment If You Leave During... % of Eligibility Your first 12 months of employment 0% Not providing a 2-week written notice of voluntary resignation 0% In draw deficit upon termination 0% January 0% February 10% March 20% April 30% May 40% June 50% July 60% August 70% September 80% October 90% November 95% December 100% Example: Unused will be paid to you in a lump sum payment at the conclusion of your employment. Unused paid upon employment separation will not be considered service (i.e., time worked) for purposes of determining the amount 9

of or your eligibility for benefits under any of Huntington s handbook statements or benefits, including, but not limited to, the Huntington Investment and Tax Savings Plan and the Huntington Bancshares Retirement Plan. Example: A full-time Teller (Grade 67) with two (2) years of service voluntarily resigns from employment with Huntington on August 15. Prior to resigning employment, the Teller had taken 56 hours [seven (7) days] of. Eligible time = 70% eligibility (from previous chart) x 128 hours (total eligibility) = 89.6 hours of eligibility minus 56 hours of already taken = 33.6 hours or 34 hours of to be paid (rounding to nearest whole hour). and Elective Unpaid Time Off If you have elected to take Elective Unpaid Time Off and have an Elective Unpaid Time Off balance still remaining at the time of your termination, any pro-rated amount of due to you will first be used to pay off or offset the remaining Elective Unpaid Time Off repayment balance owed. During Two-Week Notice may not be used during your two-week notice period without prior approval of your manager. Employees will need to be present on their last day worked. If two weeks' notice is given and Huntington requests that you leave before the notice period expires, you will be paid your available pro-rated. Pro-rated and Transition Pay Plan If you are placed on transition under Huntington's Transition Pay Plan, at the conclusion of the basic transition period, you will receive payment for your pro-rated that was unused and available as of your last day of active employment. The amount of pro-rated for which you are eligible to be paid will be determined by calculating a pro-rated percent (%) of total eligibility based on the month in which your last day of active employment occurs and then subtracting the amount of you have already taken. Note: All calculations will be rounded to the nearest whole day or hour, depending on whether you are a non-exempt (hourly) or exempt (salaried) employee. 10

Class/Promotional/Job Code and Position Title Changes If your employment classification, job code and/or position title changes during a calendar year, your allotment may change for the year. Any allotment for the remainder of the year will be calculated based on the table below. Pro-rated Based on Class / Promotional Changes % of available based on former class/job grade/job code and position title Month class/promotional change begins % of available based on new class/job grade/job code and position title January 0 % 100% February 5 % 95% March 10% 90% April 20% 80% May 30% 70% June 40% 60% July 50% 50% August 60% 40% September 70% 30% October 80% 20% November 90% 10% December 100% 0% If you experience multiple class/promotional/job code changes throughout the course of the calendar year, your allotment will be calculated based on the table above, based on the respective months of the changes (percentages not to exceed 100% of total). Example: A part-time employee with one year of service begins the calendar year as a P1 Teller Supervisor (Job Grade 69). The employee is promoted to a full-time Assistant Branch Manager (Job Grade 70) in February. In October, the employee is promoted to a Branch Manager position (Job Grade 71). First Change Teller Supervisor to Assistant Branch Manager Step 1-112 hours (P1 Grade 70 & below) x 5% (due to change in February) = 5.6 hours from Teller Supervisor Step 2-128 hours (F Grade 70 & below) x 95% (due to change in February) = 121.6 hours from Assistant Branch Manager Step 3 Add up steps one and two and round to the nearest hour Total: 127.2 = rounded to 127 hours 11

Note: The 127 hours total allotment for the year is based on the assumption that the employee would remain in that role for the remainder of the calendar year. Once another change occurs, the 127 hours previously communicated may not necessarily be valid any longer because additional calculations need to be competed, taking into account the additional status change. Second Change Assistant Branch Manager to Branch Manager Step 1 5.6 hours of for January/February from Teller Team Leader role Step 2 128 hours (FT Grade 70 & below) x 75% (80% due to pro-rated change in October minus 5% from Teller Team Leader) = 96 hours Step 3 168 hours (FT Grade 71 & 72) x 20% (100% minus 5% from Teller Team Leader and 75% for Assistant Branch Manager) = 33.6 hours Step 4 Add up steps 1-3 and round to the nearest hour. 135.2; rounded to 135 hours Note: allotment for time spent in the Teller Supervisor role accounts for 5% of the year, which was calculated at the time of the first status change to be 5.6 hours of. With the promotion to Branch Manager in October, the pro-rated table below shows to calculate the time in current role by 80%. However, one must first subtract the time spent in the previous role (80% minus 5% in the Teller Supervisor role = 75%). The % of to calculate for the Branch Manager position would be the remainder of the 100% (i.e. 100% minus 5% of year in the Teller Supervisor position, minus 75% in the Assistant Branch Manager position = leaves 20% for the Branch Manager calculation). The same calculation methodology would occur for multiple class changes (i.e. movement from P3 to P2 to full-time during the course of the year) ensuring that the appropriate allotment of hours is used for each calculation. If you experience a class change within the same calendar year in which you were hired, your allotment will be calculated based on the pro-rated amount of available per your hire date and the respective months of the change (percentages not to exceed100% of total). Example: A part-time (P1) Teller, Grade 67, hired on July 15 accepts a full-time Teller position beginning October 15. Step 1 112 hours (P1, Grade 70 & below) x 50% (pro-rated % based on month of hire) = 56 hours 12

Step 2 128 hours (Full-time, Grade 70 & below) x 50% (pro-rated % based on month of hire) = 64 hours Step 3 56 hours (pro-rated upon hire for P1) x 80% (% of for old class due to change in October) = 44.8 hours Step 4 64 hours (pro-rated upon hire for Full-time) x 20% (% of for new class due to change in October) = 12.8 hours Step 5 Add up steps three and four and round to the nearest hour Total: 57.6 hours; rounded to 58 hours Similarly, if you are promoted during the year and you become eligible for additional based on your new job grade, your remaining allotment will be calculated based on the preceding table: Pro-rated Based on Class/Promotional Changes. Finally, if you transfer to a lower level employment classification, job code and/or position title during the calendar year, your remaining allotment may decrease and will be calculated based on the preceding table: Pro-rated Based on Class/Promotional Changes. Note: All calculations will be rounded to the nearest whole day or hour, depending on whether you are an exempt (salaried) or non-exempt (hourly) employee. Posted January 2017 13