X0306 4 2016-06-30 1 0000354869 FIRSTMERIT CORP /OH/ FMER 0001363674 Greig Paul G 111 CASCADE PLAZA AKRON OH 44308 1 1 0 0 Chairman, President and CEO Common Stock 2016-06-30 4 J 0 192.895 21.20 A 4207.5385 I by Managed Account Common Stock 2016-08-15 4 J 0 0.0005 20.265 A 4207.539 I by Managed Account Common Stock 2016-08-16 4 D 0 387061 D 0 D Common Stock 2016-08-16 4 D 0 4207.539 D 0 I by Managed Account Restricted Stock 2016-08-16 4 D 0 16619 D 0 D Restricted Stock 2016-08-16 4 D 0 28931 D 0 D Restricted Stock 2016-08-16 4 D 0 135512 D 0 D Restricted Stock Unit 2016-08-16 4 D 0 18004 D 0 D Restricted Stock Unit 2016-08-16 4 D 0 65095 D 0 D Depositary Shares 2016-08-16 4 D 0 5000 D 0 D Allocated to the reporting person's account under the FirstMerit Corporation 401(k) Plan. Pursuant to the Agreement and Plan of Merger, dated January 25, 2016 (the "Merger Agreement"), among Huntington Bancshares Incorporated ("Huntington"), FirstMerit Corporation ("FirstMerit") and West Subsidiary Corporation ("Merger Sub"), upon completion of the merger of Merger Sub with and into FirstMerit (the "Merger") as contemplated by the Merger Agreement, each share of FirstMerit common stock held by the reporting person was converted into the right to receive, without interest, 1.72 shares of the common stock, par value $0.01 per share, of Huntington (market value of $16.49 per 1.72 shares of Huntington common stock) and $5.00 in cash (the "Merger Consideration"). Upon completion of the Merger, (i) each award of restricted shares of FirstMerit common stock (each, a "FirstMerit Restricted Stock Award") and each award of FirstMerit restricted stock units (each, a "FirstMerit RSU Award") granted prior to January 25, 2016 fully vested upon completion of the Merger and was converted into the right to receive the Merger Consideration, less applicable tax withholdings, and (Continued from Footnote 3) (ii) each FirstMerit Restricted Stock Award and each FirstMerit RSU Award granted on or following January 25, 2016 was converted into a restricted stock award or a restricted stock unit award (as applicable) relating to the number of shares of Huntington common stock equal to the product of (a) the number of shares of FirstMerit common stock subject to such FirstMerit Restricted Stock Award or FirstMerit RSU Award (as applicable) immediately prior to 12:01 a.m., August 16, 2016 (the "Effective Time"), multiplied by (b) 2.2414, with any fractional shares rounded to the nearest whole share of Huntington common stock. This FirstMerit Restricted Stock Award ceased to be outstanding and was cancelled in the Merger in exchange for (i) a cash payment of approximately $83,101.52 and (ii) 28,584.00 shares of Huntington common stock. This FirstMerit Restricted Stock Award ceased to be outstanding and was cancelled in the Merger in exchange for (i) a cash payment of approximately $144,658.07 and (ii) 49,761.00 shares of Huntington common stock. This FirstMerit Restricted Stock Award ceased to be outstanding and was cancelled in the Merger in exchange for a restricted stock award relating to 303,737 shares of Huntington common stock. This FirstMerit RSU Award ceased to be outstanding and was cancelled in the Merger in exchange for (i) a cash payment of approximately $157,535.38 and (ii) 54,192.00 shares of Huntington common stock. This FirstMerit RSU Award ceased to be outstanding and was cancelled in the Merger in exchange for (i) a cash payment of approximately $569,590.36 and (ii) 195,935.00 shares of Huntington common stock. Each Depository Share represents a 1/40th interest in a share of FirstMerit's 5.875% Non-Cumulative Perpetual Preferred Stock, Series A, without par value (each, a "Preferred Share"). Pursuant to the Merger Agreement, upon completion of the merger of FirstMerit with and into Huntington, each Preferred Share indirectly held by the reporting person through Depositary Shares was converted into the right to receive, without interest, one share of 5.875% Series C Non-Cumulative Perpetual Preferred Stock, par value $0.01 per share, of Huntington. By: Carlton E. Langer For: Paul G. Greig 2016-08-18