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What changed in UNITED BANKSHARES INC/WV's 10-K — 2024 vs 2025

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Paragraph-level year-over-year comparison of UNITED BANKSHARES INC/WV's 2024 and 2025 10-K annual filings, covering the Business, Risk Factors, Legal Proceedings, Cybersecurity, MD&A and Market Risk sections. Every new, removed and edited paragraph is highlighted side-by-side so you can see exactly what management changed in the 2025 report.

+434 added−426 removedSource: 10-K (2026-02-27) vs 10-K (2025-02-28)

Top changes in UNITED BANKSHARES INC/WV's 2025 10-K

434 paragraphs added · 426 removed · 330 edited across 9 sections

Item 1. Business

Business — how the company describes what it does

74 edited+15 added−18 removed115 unchanged
Biggest changeIn June 2024, the FDIC announced that it projects that the special assessment will be collected for an additional two quarters beyond the initial eight-quarter collection period, at a lower rate. Capital Requirements United and United Bank are each required to comply with applicable capital adequacy standards established by the Federal Reserve Board (the “Basel III Capital Rules”).
Biggest changeCapital Requirements United and United Bank are each required to comply with applicable capital adequacy standards established by the Federal Reserve Board (the “Basel III Capital Rules”). The Basel III Capital Rules define qualifying capital instruments and specify minimum amounts of capital as a percentage of assets that banking organizations are required to maintain.
The USA Patriot Act substantially broadened the scope of United States anti-money laundering laws and regulations by imposing significant 14 new compliance and due diligence obligations, creating new crimes and penalties and expanding the extra-territorial jurisdiction of the United States.
The USA Patriot Act substantially broadened the scope of United States anti-money laundering laws and regulations by imposing significant new 14 compliance and due diligence obligations, creating new crimes and penalties and expanding the extra-territorial jurisdiction of the United States.
The risk matrix utilizes four risk categories which are distinguished by capital levels and supervisory ratings. On October 18, 2022, the FDIC adopted a final rule that increased the initial base deposit insurance assessment rates for insured depository institutions by 2 basis points, beginning with the first quarterly assessment period of 2023.
The risk matrix utilizes four risk categories that are distinguished by capital levels and supervisory ratings. On October 18, 2022, the FDIC adopted a final rule that increased the initial base deposit insurance assessment rates for insured depository institutions by 2 basis points, beginning with the first quarterly assessment period of 2023.
Further, any acquisition application that United must submit to the Federal Reserve Board must also be submitted to the West Virginia Banking Board for approval. The Federal Reserve Board has broad authority to prohibit activities of financial holding companies and their non-banking subsidiaries that represent unsafe and unsound banking practices or which constitute violations of laws or regulations.
Further, any acquisition application that United must submit to the Federal Reserve Board must also be submitted to the West Virginia Banking Board for approval. 9 The Federal Reserve Board has broad authority to prohibit activities of financial holding companies and their non-banking subsidiaries that represent unsafe and unsound banking practices or which constitute violations of laws or regulations.
Short-term borrowings have also been a significant source of funds. These include federal funds purchased, securities sold under agreements to repurchase and FHLB borrowings. 6 United’s investment portfolio is comprised of a significant amount of mortgage-backed securities, asset-backed securities, obligations of states and political subdivisions, U.S. Treasury securities and obligations of U.S. Government corporations and agencies and corporate securities.
Short-term borrowings have also been a source of funds. These include federal funds purchased, securities sold under agreements to repurchase and FHLB borrowings. United’s investment portfolio is comprised of a significant amount of mortgage-backed securities, asset-backed securities, obligations of states and political subdivisions, U.S. Treasury securities and obligations of U.S. Government corporations and agencies and corporate securities.
These holding companies are headquartered in various states and control banks throughout West Virginia, Virginia, North Carolina and South Carolina, which compete for business as well as for the acquisition of additional banks. For further discussion, see the section captioned “United operates in a highly competitive market” in Item 1A. Risk Factors.
These holding companies are headquartered in various states and control banks throughout West Virginia, Virginia, North Carolina, South Carolina and Georgia, which compete for business as well as for the acquisition of additional banks. For further discussion, see the section captioned “United operates in a highly competitive market” in Item 1A. Risk Factors.
The Asset/Liability Management Committee of United is responsible for the coordination and evaluation of the investment portfolio. Sources of funds for investment activities include “core deposits”. Core deposits include certain demand deposits, savings and NOW accounts. These deposits are relatively stable and they are the lowest cost source of funds available to United.
The Asset/Liability Management Committee of United is responsible for the coordination and evaluation of the investment portfolio. 6 Sources of funds for investment activities include “core deposits”. Core deposits include certain demand deposits, savings and NOW accounts. These deposits are relatively stable and they are the lowest cost source of funds available to United.
In November 2019, the federal banking agencies adopted a rule revising the scope of commercial real estate mortgages subject to a 150% risk weight. In December 2017, the Basel Committee published standards that it described as the finalization of the Basel III post-crisis regulatory reforms.
In November 2019, the federal banking agencies adopted a rule revising the scope of commercial real estate mortgages subject to a 150% risk weight. 12 In December 2017, the Basel Committee published standards that it described as the finalization of the Basel III post-crisis regulatory reforms.
United serves the Ohio counties of Lawrence, Belmont, Jefferson and Washington and Fayette county in Pennsylvania primarily because of their close proximity to the Ohio and Pennsylvania borders and United banking offices located in those counties or in nearby West Virginia. United’s Virginia markets include the Maryland, northern Virginia and Washington, D.C.
United serves the Ohio counties of Lawrence, Belmont, Jefferson and Washington and Fayette county in Pennsylvania primarily because of their close proximity to the Ohio and Pennsylvania borders and United banking offices located in those counties or in nearby West Virginia. United’s Virginia markets include the Maryland, northern Virginia and Washington, 8 D.C.
With certain exceptions, the value of stock repurchased is determined net of stock issued in the year, including shares issued pursuant to compensatory arrangements. 10 Deposit Insurance The deposits of United Bank are insured by the FDIC to the extent provided by law. Accordingly, United Bank is also subject to regulation by the FDIC.
With certain exceptions, the value of stock repurchased is determined net of stock issued in the year, including shares issued pursuant to compensatory arrangements. Deposit Insurance The deposits of United Bank are insured by the FDIC to the extent provided by law. Accordingly, United Bank is also subject to regulation by the FDIC.
In addition to these regular examinations, United Bank must furnish to regulatory authorities quarterly reports containing full and accurate statements of its affairs. 9 United is also under the jurisdiction of the SEC and certain state securities commissions in regard to the offering and sale of its securities.
In addition to these regular examinations, United Bank must furnish to regulatory authorities quarterly reports containing full and accurate statements of its affairs. United is also under the jurisdiction of the SEC and certain state securities commissions in regard to the offering and sale of its securities.
The increased assessment rate schedules remain in effect unless and until the reserve ratio of the DIF meets or exceeds 2 percent. As a result of the new rule, the FDIC insurance costs of insured depository institutions, including United Bank, have generally increased.
The increased assessment rate schedules remain in effect unless and until the reserve ratio of the DIF meets or exceeds 2 percent. As a result of the rule, the FDIC insurance costs of insured depository institutions, including United Bank, have generally increased.
United Bank provides services to its correspondent banks such as the buying and selling of federal funds. As of December 31, 2024, United’s business activities are confined to one operating segment, United Bank, and one reportable segment, community banking.
United Bank provides services to its correspondent banks such as the buying and selling of federal funds. As of December 31, 2025 and 2024, United’s business activities are confined to one operating segment, United Bank, and one reportable segment, community banking.
United may from time to time make loans to borrowers and/or on properties outside of its primary market area as an accommodation to its existing customers. United Bank originates residential real estate loans for resale in the secondary market. Mortgage loan originations are generally intended to be sold in the secondary market on a best efforts or mandatory basis.
United may from time to time make loans to borrowers and/or on properties outside of its primary market areas as an accommodation to its existing customers. United Bank originates residential real estate loans for resale in the secondary market. Mortgage loan originations are generally intended to be sold in the secondary market on a best efforts or mandatory basis.
United Bank was considered a “well capitalized” institution as of December 31, 2024. Well-capitalized institutions are permitted to engage in a wider range of banking activities, including among other things, the accepting of “brokered deposits,” and the offering of interest rates on deposits higher than the prevailing rate in their respective markets.
United Bank was considered a “well capitalized” institution as of December 31, 2025. Well-capitalized institutions are permitted to engage in a wider range of banking activities, including among other things, the accepting of “brokered deposits,” and the offering of interest rates on deposits higher than the prevailing rate in their respective markets.
The purpose of the standards and guidelines is to grant loans on a sound and collectible basis; to invest available funds in a safe, profitable manner; to serve the legitimate credit needs of the communities of United’s primary market area; and to ensure that all loan applicants receive fair and equal treatment in the lending process.
The purpose of the standards and guidelines is to grant loans on a sound and collectible basis; to invest available funds in a safe, profitable manner; to serve the legitimate credit needs of the communities of United’s primary market areas; and to ensure that all loan applicants receive fair and equal treatment in the lending process.
United’s Employee Assistance Program provides all employees a comprehensive and personalized process with a tailored approach to meet employees where they are and supports them through whatever journey they may be facing. The Employee Assistance Program provides unlimited phone access for information, resources, and referrals and provides sessions with a counselor for the employee and their family members.
United’s Employee Assistance Program provides all employees a comprehensive and personalized process with a tailored approach to meet employees where they are and support them through whatever journey they may be facing. The Employee Assistance Program provides unlimited phone access for information, resources, and referrals and provides sessions with a counselor for the employee and their family members.
As a member of the Federal Deposit Insurance Corporation (“FDIC”), United Bank’s deposits are insured as required by federal law. Bank regulatory authorities regularly examine revenues, loans, investments, management practices, and other aspects of United Bank. These examinations are conducted primarily to protect depositors and not shareholders.
As a member of the Federal Deposit Insurance Corporation (“FDIC”), United Bank’s deposits are insured as provided by federal law. Bank regulatory authorities regularly examine revenues, loans, investments, management practices, and other aspects of United Bank. These examinations are conducted primarily to protect depositors and not shareholders.
United is listed on the NASDAQ Global Select Market under the quotation symbol “UBSI,” and is subject to the rules of the NASDAQ for listed companies. SEC regulations require us to disclose certain types of business and financial data on a regular basis to the SEC and to our shareholders.
United is listed on the NASDAQ Global Select Market under the quotation symbol “UBSI,” and is subject to the rules of the NASDAQ for listed companies. SEC regulations require us to disclose certain types of business and financial data on a periodic basis to the SEC and to our shareholders.
We must also file quarterly reports with the SEC on Form 10-Q that contain detailed financial and operating information for the prior quarter and we must file current reports on Form 8-K to provide the pubic with information on recent material events.
We must also file quarterly reports with the SEC on Form 10-Q that contain detailed financial and operating information for the prior quarter and we must file current reports on Form 8-K to provide the public with information on recent material events.
In addition, on a case-by-case basis, the Federal Reserve Board may approve other non-banking activities. A financial holding company may also engage in financial activities, including securities underwriting and dealing, insurance agency and underwriting activities, and merchant banking activities.
In addition, on a case-by-case basis, the Federal Reserve Board may approve other non-banking activities. A financial holding company may also engage in financial activities, including securities underwriting and dealing, insurance agency and underwriting activities, and merchant banking activities, among others.
Historically, and at December 31, 2024, United has not offered “teaser rate” loans, and had no loan portfolio products which were specifically designed for “sub-prime” borrowers.
Historically, and at December 31, 2025, United has not offered “teaser rate” loans, and had no loan portfolio products which were specifically designed for “sub-prime” borrowers.
Effective January 1, 2015, under the Basel III Capital Rules, the current prompt corrective action requirements for an institution to be “well-capitalized” is a total risk-based capital ratio of 10% or greater, a Tier 1 risk-based capital ratio of 8% or greater, a CET1 ratio of 6.5% or greater and a Tier 1 leverage ratio of 5% or greater.
Under the Basel III Capital Rules, the current prompt corrective action requirements for an institution to be “well-capitalized” is a total risk-based capital ratio of 10% or greater, a Tier 1 risk-based capital ratio of 8% or greater, a CET1 ratio of 6.5% or greater and a Tier 1 leverage ratio of 5% or greater.
The Federal Deposit Insurance Act (“FDI Act”) requires the FDIC to take this action in connection with the systemic risk determination announced on March 12, 2023.
The Federal Deposit Insurance Act (“FDI Act”) required the FDIC to take this action in connection with the systemic risk determination announced on March 12, 2023.
GAAP (as of January 2020) to implement CECL before the end of 2020 the option to delay for two years an estimate of the effect of CECL on regulatory capital, relative to the incurred loss methodology’s effect on regulatory capital, followed by a three-year transition period (five-year transition option). We elected to adopt the five-year transition option.
GAAP (as of January 2020) to implement CECL before the end of 2020 the option to delay for two years an estimate of the effect of CECL on regulatory capital, relative to the incurred loss methodology’s effect on regulatory capital, followed by a three-year transition period (five-year transition option).
Numerous risk factors impact this portfolio including industry specific risks such as economy, new technology, labor rates and cyclicality, as well as customer specific factors, such as cash flow, financial structure, operating controls and asset quality. United diversifies risk within this portfolio by closely monitoring industry concentrations and portfolios to ensure that it does not exceed established lending guidelines.
Numerous risk factors impact this portfolio including industry specific risks such as economy, new technology, labor rates and cyclicality, as well as customer specific factors, such as cash flow, financial structure, operating controls and asset quality. United diversifies risk within this portfolio by closely monitoring industry concentrations and portfolios to ensure that they do not exceed established lending guidelines.
In August 2016, United announced the Cardinal Financial Corporation acquisition which closed April 2017. 3 Business of Subsidiaries United, through its subsidiaries, engages primarily in community banking offering most types of business permitted by law and regulation.
In August 2016, United announced the Cardinal Financial Corporation acquisition which closed April 2017. 3 Business of Subsidiaries United, through its subsidiaries, engages primarily in community banking offering many types of products and services permitted by law and regulation.
The acquisition of Community Bankers Trust enhanced United’s existing presence in the DC Metro MSA and took United into new markets including Baltimore, Annapolis, Lynchburg, Richmond, and the Northern Neck of Virginia. It also strategically connected our Mid-Atlantic and Southeast footprints.
The acquisition of Community Bankers Trust enhanced United’s existing presence in the DC Metro Metropolitan Statistical Area (“MSA”) and took United into new markets including Baltimore, Annapolis, Lynchburg, Richmond, and the Northern Neck of Virginia. It also strategically connected our Mid-Atlantic and Southeast footprints.
Loan Concentrations United has commercial loans, including real estate and owner-occupied, income-producing real estate and land development loans, of approximately $15.3 billion as of December 31, 2024. These loans are primarily secured by real estate located in West Virginia, southeastern Ohio, southwestern Pennsylvania, Virginia, Maryland, North Carolina, South Carolina and the District of Columbia.
Loan Concentrations United has commercial loans, including real estate and owner-occupied, income-producing real estate and land development loans, of approximately $17.8 billion as of December 31, 2025. These loans are primarily secured by real estate located in West Virginia, southeastern Ohio, southwestern Pennsylvania, Virginia, Maryland, North Carolina, South Carolina, Georgia and the District of Columbia.
United previously exited the third-party origination (“TPO”) business during the fourth quarter of 2023. United Brokerage Services, Inc., a wholly-owned subsidiary of United Bank, is a fully-disclosed broker/dealer and a Registered Investment Advisor with the Financial Industry Regulatory Authority (“FINRA”), the Securities and Exchange Commission, and a member of the Securities Investor Protection Corporation.
United previously exited the third-party origination (“TPO”) business during the fourth quarter of 2023. United Brokerage Services, Inc., a wholly-owned subsidiary of United Bank, is a fully-disclosed broker/dealer and a Registered Investment Advisor regulated by the Financial Industry Regulatory Authority (“FINRA”) and the SEC. It is a member of the Securities Investor Protection Corporation.
Business of United As a financial holding company, United’s present business is community banking. As of December 31, 2024, United’s consolidated assets approximated $30.0 billion and total shareholders’ equity approximated $5.0 billion. United is permitted to acquire other banks and bank holding companies, as well as thrift institutions.
Business of United As a financial holding company, United’s present business is community banking. As of December 31, 2025, United’s consolidated assets approximated $33.7 billion and total shareholders’ equity approximated $5.5 billion. United is permitted to acquire other banks and bank holding companies, as well as thrift institutions.
As of December 31, 2024, there were 60 bank holding companies operating in the State of West Virginia registered with the Federal Reserve System and the West Virginia Board of Banking and Financial Institutions, 97 bank holding companies operating in the Commonwealth of Virginia registered with the Federal Reserve System and the Virginia State Corporation Commission, 64 bank holding companies operating in the State of North Carolina registered with the Federal Reserve System and the N.C.
As of December 31, 2025, there were 61 bank holding companies operating in the State of West Virginia registered with the Federal Reserve System and the West Virginia Board of Banking and Financial Institutions, 93 bank holding companies operating in the Commonwealth of Virginia registered with the Federal Reserve System and the Virginia State Corporation Commission, 64 bank holding companies operating in the State of North Carolina registered with the Federal Reserve System and the N.C.
United does not have a loan classification concentration in the restaurants, hotel and accommodations industry. As of December 31, 2024, approximately $1.3 billion or 5.92% of United’s total loan portfolio were to hotels and other traveler accommodations. In addition, United does not have a loan classification concentration in the mining, quarrying and oil and gas extraction industry.
United does not have a loan classification concentration in the restaurants, hotel and accommodations industry. As of December 31, 2025, approximately $1.6 billion or 6.40% of United’s total loan portfolio were to hotels and other traveler accommodations. In addition, United does not have a loan classification concentration in the mining, quarrying and oil and gas extraction industry.
In August 2024, Financial Crimes Enforcement Network (“FinCEN”), which drafts and enforces regulations implementing the BSA and other anti-money laundering legislation, adopted a rule extending anti-money laundering obligations, including maintenance of an anti-money laundering program and filing certain reports with FinCEN, to registered investment advisers. Compliance with these requirements is required beginning on January 1, 2026.
In August 2024, Financial Crimes Enforcement Network (“FinCEN”), which drafts and enforces regulations implementing the BSA and other anti-money laundering legislation, adopted a rule extending anti-money laundering obligations, including maintenance of an anti-money laundering program and filing certain reports with FinCEN, to registered investment advisers.
However, the revised capital requirements of the proposed rule would not apply to United or United Bank because they each have less than $100 billion in total consolidated assets and trading assets and liabilities below the threshold for market risk requirements.
However, the revised capital requirements of the proposed rule would not apply to United or United Bank because they each have less than $100 billion in total consolidated assets and trading assets and liabilities below the threshold for market risk requirements. Federal banking regulators indicated they intend to issue a revised proposal in 2026.
We are committed to providing equal opportunity to and avoiding unlawful discrimination against all applicants and employees and attracting, retaining and promoting top quality talent regardless of personal aspects such as sex, sexual orientation, gender identity, race, color, national origin and age.
Focusing on talent selection and developing top talent remains a strong pillar of our organization. We are committed to providing equal opportunity to and avoiding unlawful discrimination against all applicants and employees and attracting, retaining and promoting top quality talent regardless of personal aspects such as sex, sexual orientation, gender identity, race, color, national origin and age.
As of December 31, 2024, approximately $641.6 million or 2.96% of United’s loan portfolio were real estate loans that met the regulatory definition of a high loan-to-value loan.
As of December 31, 2025, approximately $599.2 million or 2.43% of United’s loan portfolio were real estate loans that met the regulatory definition of a high loan-to-value loan.
Under the CRA, each depository institution is required to help meet the credit needs of its market areas by, among other things, providing credit to low- and moderate-income individuals and communities. Depository institutions are periodically examined for compliance with the CRA and are assigned ratings. Banking regulators take into account CRA ratings when considering approval of a proposed transaction.
Under the CRA, each depository institution is required to help meet the credit needs of its market areas by, among other things, providing credit to low- and moderate-income individuals and communities. Depository institutions are periodically examined for compliance with the CRA and are assigned ratings.
The Federal Reserve has indicated that it plans to work with other federal banking regulators on a revised proposal in 2025. 12 Failure to meet statutorily mandated capital guidelines or more restrictive ratios separately established for a financial institution could subject United to a variety of enforcement remedies, including issuance of a capital directive, the termination of deposit insurance by the FDIC, a prohibition on accepting or renewing brokered deposits, limitations on the rates of interest that the institution may pay on its deposits and other restrictions on its business.
Failure to meet statutorily mandated capital guidelines or more restrictive ratios separately established for a financial institution could subject United to a variety of enforcement remedies, including issuance of a capital directive, the termination of deposit insurance by the FDIC, a prohibition on accepting or renewing brokered deposits, limitations on the rates of interest that the institution may pay on its deposits and other restrictions on its business.
Issuers that do not adopt and comply with the compensation recovery policies or those that do not disclose the policy will be subject to delisting. United adopted a “clawback” policy on November 17, 2023. This policy is included as Exhibit 97 to this Form 10-K.
Issuers that do not adopt and comply with the compensation recovery policies or those that do not disclose the policy will be subject to delisting. United adopted a “clawback” policy on November 17, 2023.
The Basel III Capital Rules also provide for a number of deductions from and adjustments to CET1. These include, for example, the requirement that certain deferred tax assets and significant investments in non-consolidated financial entities be deducted from CET1 to the extent that any one such category exceeds 25% of CET1.
These include, for example, the requirement that certain deferred tax assets and significant investments in non-consolidated financial entities be deducted from CET1 to the extent that any one such category exceeds 25% of CET1.
Office of the Commissioner of Banks and 65 bank holding companies operating in the State of South Carolina registered with the Federal Reserve System and the South Carolina State Board of Financial Institutions.
Office of the Commissioner of Banks, 66 bank holding companies operating in the State of South Carolina registered with the Federal Reserve System and the South Carolina State Board of Financial Institutions and 158 bank holding companies operating in the State of Georgia registered with the Federal Reserve System and the Georgia Department of Banking and Finance.
Servicing rights are not retained. During 2024, United originated $645.9 million of real estate loans for sale in the secondary market and sold $657.8 million of loans designated as held for sale in the secondary market. Net gains on the sales of these loans during 2024 were $16.1 million.
Servicing rights are not retained. During 2025, United originated $370.9 million of real estate loans for sale in the secondary market and sold $383.9 million of loans designated as held for sale in the secondary market. Net gains on the sales of these loans during 2025 were $9.6 million.
As of December 31, 2024, approximately $118.7 million or less than 1% of United’s total loan portfolio were for the purpose of extracting, manufacturing and distributing oil, coal and natural gas. Secondary Markets United generally originates loans within the primary market area of United Bank.
As of December 31, 2025, approximately $322.5 million or 1.30% of United’s total loan portfolio were for the purpose of extracting, manufacturing and distributing oil, coal and natural gas. Secondary Markets United generally originates loans within the primary market areas of United Bank.
Incentive Compensation The Federal Reserve Board reviews, as part of its regular, risk-focused examination process, the incentive compensation arrangements of banking organizations, such as United, that are not “large, complex banking organizations.” These reviews are tailored to each organization based on the scope and complexity of the organization’s activities and the prevalence of incentive compensation arrangements.
In December 2025, FinCEN delayed the effective date of the rule to January 1, 2028 in part to allow FinCEN to review the rule Incentive Compensation The Federal Reserve Board reviews, as part of its regular, risk-focused examination process, the incentive compensation arrangements of banking organizations, such as United, that are not “large, complex banking organizations.” These reviews are tailored to each organization based on the scope and complexity of the organization’s activities and the prevalence of incentive compensation arrangements.
This area includes the five largest West Virginia Metropolitan Statistical Areas (“MSA”): the Parkersburg MSA, the Charleston MSA, the Huntington MSA, the Morgantown MSA and the Wheeling MSA.
This area includes the five largest West Virginia MSAs: the Parkersburg MSA, the Charleston MSA, the Huntington MSA, the Morgantown MSA and the Wheeling MSA.
As of December 31, 2024, approximately $10.4 billion or 47.75% of United’s total loan portfolio were for real estate and construction. The loans were originated by United’s subsidiary bank using underwriting standards as set forth by management.
As of December 31, 2025, approximately $11.9 billion or 48.16% of United’s total loan portfolio were for real estate and construction. The loans were originated by United’s subsidiary bank using underwriting standards as set forth by management.
In addition, interstate acquisitions of and by Virginia banks and bank holding companies are permissible on a reciprocal basis, as well as reciprocal interstate acquisitions by thrift institutions. These conditions serve to intensify competition within United’s market.
With prior regulatory approval, Virginia banks are permitted unlimited branch banking throughout each state. In addition, interstate acquisitions of and by Virginia banks and bank holding companies are permissible on a reciprocal basis, as well as reciprocal interstate acquisitions by thrift institutions. These conditions serve to intensify competition within United’s market.
On December 3, 2021, United completed its acquisition of Community Bankers Trust Corporation (“Community Bankers Trust”), the parent company of Essex Bank (“Essex”) with $1.8 billion in assets, headquartered in Richmond, Virginia.
The acquisition of Piedmont allowed United entrance into the greater-Atlanta area marked with robust growth opportunities. On December 3, 2021, United completed its acquisition of Community Bankers Trust Corporation (“Community Bankers Trust”), the parent company of Essex Bank (“Essex”) with $1.8 billion in assets, headquartered in Richmond, Virginia.
Digital Banking allows customers to manage their financial lives from any place they can access the internet (cellular or Wi-Fi). Customers can quickly check balances, pay bills, complete internal and Zelle ® transfers; all from the convenience of their devices. They can also set-up text and email alerts to notify them of large transactions and help them avoid overdraft fees.
Digital Banking allows customers to manage their financial lives from any place they can access the internet (cellular or Wi-Fi). Customers can quickly check balances, pay bills, complete internal and Zelle ® transfers, all from the convenience of their devices.
Obligations of states and political subdivisions are comprised of primarily “investment grade” rated municipal securities. Interest and dividends on securities for the years of 2024, 2023, and 2022 were $133.3 million, $151.1 million, and $114.5 million, respectively. For the year of 2024 and 2023, United realized net losses on sales of securities of $11.7 million and $7.7 million, respectively.
Obligations of states and political subdivisions are comprised of primarily “investment grade” rated municipal securities. Interest and dividends on securities for the years of 2025, 2024, and 2023 were $112.0 million, $133.3 million, and $151.1 million, respectively. For the year of 2025, United did not recognize any realized net gains or losses on sales of securities.
High-performing employees are given opportunities to attend state and national banking schools, conferences, industry peer groups, and training webinars. All United employees have access to career development and skills-based training through our internal online Human Resources (“HR”) management system. United makes every effort to ensure that our compensation and benefits packages are inclusive and competitive to attract and retain talent.
All United employees have access to career development and skills-based training through our internal online Human Resources (“HR”) management system. United makes every effort to ensure that our compensation and benefits packages are inclusive and competitive to attract and retain talent.
Our strategy embodies our core values of integrity, teamwork, hard work, and caring, and foster positive attitudes, communication, goal attainment, personal growth, and the pursuit of United’s mission of excellence in service to our shareholders, our customers, our communities, and our employees. Focusing on talent selection and developing top talent remains a strong pillar of our organization.
Our human capital management strategy focuses on recruiting, developing, and engaging a talented workforce. Our strategy embodies our core values of integrity, teamwork, hard work, and caring, and foster positive attitudes, communication, goal attainment, personal growth, and the pursuit of United’s mission of excellence in service to our shareholders, our customers, our communities, and our employees.
Since fully phased in on January 1, 2019, the Basel III Capital Rules require United and United Bank to maintain the following: • A minimum ratio of Common Equity Tier 1 (“CET1”) to risk-weighted assets of at least 4.5%, plus a 2.5% “capital conservation buffer” (resulting in a minimum ratio of CET1 to risk-weighted assets of 7.0%); • A minimum ratio of Tier 1 capital to risk-weighted assets of at least 6.0%, plus the capital conservation buffer (resulting in a minimum Tier 1 capital ratio of 8.5%); • A minimum ratio of total capital (Tier 1 capital plus Tier 2 capital) to risk-weighted assets of at least 8.0%, plus the capital conservation buffer (resulting in a minimum total capital ratio of 10.5%); and • A minimum leverage ratio of 4.0%, calculated as the ratio of Tier 1 capital to average consolidated assets as reported on consolidated financial statements (known as the “leverage ratio”). 11 Banking institutions that fail to meet the effective minimum ratios once the capital conservation buffer is taken into account, as detailed above, will be subject to constraints on capital distributions, including dividends and share repurchases, and certain discretionary executive compensation.
Since fully phased in on January 1, 2019, the Basel III Capital Rules require United and United Bank to maintain the following: • A minimum ratio of Common Equity Tier 1 (“CET1”) to risk-weighted assets of at least 4.5%, plus a 2.5% “capital conservation buffer” (resulting in a minimum ratio of CET1 to risk-weighted assets of 7.0%); • A minimum ratio of Tier 1 capital to risk-weighted assets of at least 6.0%, plus the capital conservation buffer (resulting in a minimum Tier 1 capital ratio of 8.5%); • A minimum ratio of total capital (Tier 1 capital plus Tier 2 capital) to risk-weighted assets of at least 8.0%, plus the capital conservation buffer (resulting in a minimum total capital ratio of 10.5%); and • A minimum leverage ratio of 4.0%, calculated as the ratio of Tier 1 capital to average consolidated assets as reported on consolidated financial statements (known as the “leverage ratio”).
Commercial customers have many of the same services, including balance inquiry, cash management, sweeps and wire transfers. Consumers can also research United Bank products and open deposits accounts online and apply for mortgages from United Bank’s website.
They can also set up text and email alerts to notify them of large transactions and help them avoid overdraft fees. Commercial customers have many of the same services, including balance inquiry, cash management, sweeps and wire transfers. Consumers can also research United Bank products and open deposit accounts online and apply for mortgages from United Bank’s website.
Over a period of four years, these individuals are empowered to work on pertinent projects designed to enhance revenue, reduce expenses, and improve risk management functions, while developing the members’ leadership, interactive, and managerial skills. Past members now hold key positions across the Company ranging from Department Managers to Line of Business Leaders to Executive Officers.
Over a period of four years, these individuals are empowered to work on pertinent projects designed to enhance revenue, reduce expenses, and improve risk management functions, while developing the members’ leadership, interactive, and managerial skills.
Through its acquisition of Community Bankers Trust, United added new markets in Baltimore and Annapolis, Maryland and Lynchburg and Richmond, Virginia as well as the Northern Neck of Virginia. United considers all of the above locations to be the primary market areas for its business. 8 With prior regulatory approval, Virginia banks are permitted unlimited branch banking throughout each state.
Through its acquisition of Community Bankers Trust, United added new markets in Baltimore and Annapolis, Maryland and Lynchburg and Richmond, Virginia as well as the Northern Neck of Virginia. Through its acquisition of Piedmont, United added the Atlanta, Georgia MSA to its market area. United considers all of the above locations to be the primary market areas for its business.
The Inflation Reduction Act of 2022 (the “IRA”) imposes a 1% excise tax on the fair market value of stock repurchased after December 31, 2022 by publicly traded U.S. corporations.
Any redemption or repurchase of preferred stock or subordinated debt is subject to the prior approval of the Federal Reserve Board. The Inflation Reduction Act of 2022 (the “IRA”) imposes a 1% excise tax on the fair market value of stock repurchased after December 31, 2022 by publicly traded U.S. corporations.
Under the Basel III Capital Rules, trust preferred securities no longer included in our Tier 1 capital may nonetheless be included as a component of Tier 2 capital on a permanent basis without phase-out.
Under the Basel III Capital Rules, trust preferred securities no longer included in our Tier 1 capital may nonetheless be included as a component of Tier 2 capital on a permanent basis without phase-out. In March 2020, the federal bank regulatory agencies issued an interim final rule that provided banking organizations that were required under U.S.
In addition, in the current financial and economic environment, the Federal Reserve Board has indicated that bank holding companies should carefully review their dividend policy and has discouraged payment ratios that are at maximum allowable levels unless both asset quality and capital are very strong.
In addition, in the current financial and economic environment, the Federal Reserve Board has indicated that bank holding companies should carefully review their dividend policy and has discouraged payment ratios that are at maximum allowable levels unless both asset quality and capital are very strong. 10 In certain circumstances, United’s repurchases of its common stock may be subject to a prior approval or notice requirement under other regulations, policies or supervisory expectations of the Federal Reserve Board.
On January 10, 2025, United consummated its acquisition of Piedmont Bancorp, Inc. (“Piedmont”), the parent company of The Piedmont Bank, a Georgia state-chartered bank, with sixteen locations in the State of Georgia.
(“Piedmont”), the parent company of The Piedmont Bank, a Georgia state-chartered bank, with sixteen locations in the State of Georgia.
We emphasize positive attitudes, communication, teamwork, goal attainment, personal growth, and the pursuit of excellence when it comes to delivering high-quality service to our customers and fellow employees. Our human capital management strategy focuses on recruiting, developing, and engaging a talented workforce.
None of these employees are represented by a collective bargaining unit and management considers employee relations to be excellent. We emphasize positive attitudes, communication, teamwork, goal attainment, personal growth, and the pursuit of excellence when it comes to delivering high-quality service to our customers and fellow employees.
For the year of 2022, United realized net gains on sales of securities of $2 thousand. Human Capital At United, one of our key competitive advantages is our people. Investment in our human capital is a top priority for the Company. As of December 31, 2024, United and its subsidiaries had 2,553 actual employees and officers.
For the years of 2024 and 2023, United realized net losses on sales of securities of $11.7 million and $7.7 million, respectively. Human Capital At United, one of our key competitive advantages is our people. Investment in our human capital is a top priority for the Company.
Construction and land development loans increased $360.8 million or 11.46%, residential real estate loans increased $236.1 million or 4.48%, and consumer loans decreased $281.6 million or 26.45% due mainly to a decrease in indirect automobile financing. 4 Commercial Loans and Leases The commercial loan and lease portfolio consists of loans and leases to corporate borrowers primarily in small to mid-size industrial and commercial companies, as well as automobile dealers, service, retail and wholesale merchants.
Residential real estate loans increased $590.9 million or 10.73% and construction and land development loans increased $61.9 million or 1.76%, while consumer loans remained flat, decreasing $5.9 million or less than 1%. 4 Commercial Loans and Leases The commercial loan and lease portfolio consists of loans and leases to business borrowers primarily in small to mid-size industrial and commercial companies, as well as automobile dealers, service, retail and wholesale merchants.
The final rule is currently enjoined as to the plaintiff trade associations while a federal court considers a lawsuit challenging the rule. 13 Deposit Acquisition Limitation Under West Virginia banking law, an acquisition or merger is not permitted if the resulting depository institution or its holding company, including its affiliated depository institutions, would assume additional deposits to cause it to control deposits in the State of West Virginia in excess of twenty five percent (25%) of such total amount of all deposits held by insured depository institutions in West Virginia.
Banking regulators take into account CRA ratings when considering approval of a proposed transaction. 13 In 2023, the year of our most recent CRA exam, United Bank received a CRA Performance Evaluation from the Federal Reserve Bank of Richmond (the “FRB”) with a rating of “Satisfactory.” Deposit Acquisition Limitation Under West Virginia banking law, an acquisition or merger is not permitted if the resulting depository institution or its holding company, including its affiliated depository institutions, would assume additional deposits to cause it to control deposits in the State of West Virginia in excess of twenty five percent (25%) of such total amount of all deposits held by insured depository institutions in West Virginia.
One of our strategic priorities to ensure leadership continuity is effective succession planning. The Company has a formal plan to identify potential successors and actively develop those employees. The plan includes all critical management positions throughout the organization and is updated annually.
Past members now hold key positions across the Company ranging from Department Managers to Line of Business Leaders to Executive Officers. 7 One of our strategic priorities to ensure leadership continuity is effective succession planning. The Company has a formal plan to identify potential successors and actively develop those employees.
We also have an internal and external training platform to ensure our employees have the necessary tools to fill these key positions effectively. 7 United also has an effective and efficient onboarding program, introducing new team members to the culture and enabling an environment that helps them be engaged in their roles.
United also has an effective and efficient onboarding program, introducing new team members to the culture and enabling an environment that helps them be engaged in their roles. We have rigorous interdepartmental training and development programs that provide employees with capabilities to perform their job functions, deliver results, and advance their careers.
We have rigorous interdepartmental training and development programs that provide employees with capabilities to perform their job functions, deliver results, and advance their careers. We partnered with West Virginia University to develop an executive training program aimed at developing the technical, theoretical, and applied skills needed for a successful launch into a career in Business Banking.
We partnered with West Virginia University to develop an executive training program aimed at developing the technical, theoretical, and applied skills needed for a successful launch into a career in Business Banking. High-performing employees are given opportunities to attend state and national banking schools, conferences, industry peer groups, and training webinars.
United Bank also offers an automated telephone banking system, Telebanc, which allows customers to access their personal account(s) or business account(s) information from a touch-tone telephone. Lending Activities United’s loan and lease portfolio, net of unearned income, increased $314.4 million or 1.47% in 2024 due mainly to loan growth in three major loan categories.
United Bank also offers an automated telephone banking system, Telebanc, which allows customers to access their personal account(s) or business account(s) information from a touch-tone telephone.
This process is dynamic, and we have added additional management positions to the plan as the Company continues to evolve and grow. The Company’s executives constantly review and evaluate personnel to identify pools of candidates with high levels of leadership potential and promote their progress by engineering their range of work experiences.
The Company’s executives constantly review and evaluate personnel to identify pools of candidates with high levels of leadership potential and promote their progress by engineering their range of work experiences. We also have an internal and external training platform to ensure our employees have the necessary tools to fill these key positions effectively.
Data required to be made available under the rule includes transaction information, account balance, account and routing numbers, terms and conditions, upcoming bill information, and certain account verification data. For banks with at least $10 billion and less than $250 billion in total assets, compliance with the rule is required by April 1, 2027.
Data required to be made available under the rule includes transaction information, account balance, account and routing numbers, terms and conditions, upcoming bill information, and certain account verification data. The rule is the subject of litigation, which is currently stayed while the CFPB considers revisions to the rule. During 2025, the CFPB reduced its staff by over 80%.
Of the 2,553 actual employees and officers, 2,475 are employed in the community banking segment and 78 are in a general support and administrative function for the Company. None of these employees are represented by a collective bargaining unit and management considers employee relations to be excellent.
As of December 31, 2025, United and its subsidiaries had 2,694 actual employees and officers. Of the 2,694 actual employees and officers, 2,612 were employed in the community banking segment and 82 were employed in a general support and administrative function for the Company.
Management continues to consider such opportunities as they arise, and in this regard, management from time to time makes inquiries, proposals, or expressions of interest as to potential opportunities, although no agreements or understandings to acquire other banks or bank holding companies or non-banking subsidiaries or to engage in other nonbanking activities, other than those identified herein, presently exist.
Management continues to consider such opportunities as they arise, and in this regard, management from time to time makes inquiries, proposals, or expressions of interest as to potential opportunities, and engages in acquisition discussions, due diligence and negotiations. On January 10, 2025, United consummated its acquisition of Piedmont Bancorp, Inc.
The loan and lease portfolio is mainly comprised of commercial, real estate and consumer loans including credit card and home equity loans. Since year-end 2023, commercial, financial and agricultural loans were flat, decreasing $8.0 million or less than 1%.
Lending Activities United’s loan and lease portfolio, net of unearned income, increased $3.0 billion or 14.01% in 2025 mainly as a result of the Piedmont acquisition which added $2.02 billion, including purchase accounting amounts, in portfolio loans. The loan and lease portfolio is mainly comprised of commercial, real estate and consumer loans including credit card and home equity loans.
Removed
In particular, commercial real estate loans increased $213.1 million or 2.56% while commercial loans (not secured by real estate) decreased $221.1 million or 6.19%.
Added
Since year-end 2024, commercial, financial and agricultural loans increased $2.4 billion or 20.14% as a result of a $2.0 billion or 22.98% increase in commercial real estate loans and a $433.5 million or 12.90% increase in commercial loans (not secured by real estate).
Removed
In certain circumstances, United’s repurchases of its common stock may be subject to a prior approval or notice requirement under other regulations, policies or supervisory expectations of the Federal Reserve Board. Any redemption or repurchase of preferred stock or subordinated debt is subject to the prior approval of the Federal Reserve Board.
Added
The plan includes all critical management positions throughout the organization and is updated annually. This process is dynamic, and we have added additional management positions to the plan as the Company continues to evolve and grow.
Removed
The FDIC estimated in November 2023 that of the total cost of the failures of Silicon Valley Bank and Signature Bank of approximately $16.3 billion was attributable to the protection of uninsured depositors. As of September 30, 2024, the FDIC’s total loss estimate was $24.1 billion, of which $18.9 billion will be recovered through the special assessment.
Added
The special assessment was to be collected at an annual rate of approximately 13.4 basis points for an anticipated total of eight quarterly assessment periods. In December 2025, the FDIC adopted an interim rule to adjust the special assessment, as initial estimates showed the original eight-quarter plan might slightly over-collect compared to actual losses.

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Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

39 edited+22 added−17 removed103 unchanged
Biggest changeAny cyber-attack or other security breach involving the misappropriation, loss or other unauthorized disclosure of confidential customer information could severely damage our reputation, erode confidence in the security of our systems, products and services, expose us to the risk of litigation and liability, disrupt our operations and have a material adverse effect on our business. 20 United’s business continuity plans or data security systems could prove to be inadequate, resulting in a material interruption in, or disruption to, its business and a negative impact on results of operations.
Biggest changeWhile we conduct security assessments on our higher risk third parties, we cannot be sure that their information security protocols are sufficient to withstand a cyber-attack or other security breach. 20 Any cyber-attack or other security breach involving the misappropriation, loss or other unauthorized disclosure of confidential customer information could severely damage our reputation, erode confidence in the security of our systems, products and services, expose us to the risk of litigation and liability, disrupt our operations and have a material adverse effect on our business.
See the section captioned “Provision for Credit Losses” in in the Management’s Discussion and Analysis of Financial Condition and Results of Operations included in Part II, Item 7 of this Form 10-K for further discussion related to our process for determining the appropriate level of the allowance for credit losses. United is subject to credit risk in its loan portfolio.
See the section captioned “Provision for Credit Losses” in the Management’s Discussion and Analysis of Financial Condition and Results of Operations included in Part II, Item 7 of this Form 10-K for further discussion related to our process for determining the appropriate level of the allowance for credit losses. United is subject to credit risk in its loan portfolio.
Events that may not have a direct impact on United, such as the bankruptcy of major U.S. companies, have resulted in legislators, regulators and authoritative bodies, such as the Financial Accounting Standards Board, the SEC, the Public Company Accounting Oversight 25 Board, and various taxing authorities, responding by adopting and/or proposing substantive revision to laws, regulations, rules, standards, policies, and interpretations.
Events that may not have a direct impact on United, such as the bankruptcy of major U.S. companies, have resulted in legislators, regulators and authoritative bodies, such as the Financial Accounting Standards Board, the SEC, the Public Company Accounting Oversight Board, and various taxing authorities, responding by adopting and/or proposing substantive revision to laws, regulations, rules, standards, policies, and interpretations.
The process for obtaining these required regulatory approvals involves a comprehensive application review process, and our ability to engage in certain merger or acquisition transactions depends on the bank regulators’ views at the time as to our capital levels, quality of management, and overall condition, in addition to their assessment of a variety of other factors, including our compliance with law.
The process for obtaining these required regulatory approvals involves a comprehensive application review process, and our ability to engage in certain merger or acquisition transactions depends on the bank regulators’ views at the time as to our capital levels, quality of management, and overall 24 condition, in addition to their assessment of a variety of other factors, including our compliance with law.
A failure to maintain adequate liquidity could have a material adverse effect on our business, financial condition and results of operations. United may be adversely affected by the soundness of other financial institutions. Financial services institutions are interrelated as a result of trading, clearing, counterparty, or other relationships.
A failure to maintain adequate liquidity could have a material adverse effect on our business, financial condition and results of operations. 23 United may be adversely affected by the soundness of other financial institutions. Financial services institutions are interrelated as a result of trading, clearing, counterparty, or other relationships.
New accounting pronouncements and varying interpretations of accounting pronouncements have occurred and may occur in the future. A change in accounting standards may adversely affect reported financial condition and results of operations. United could face unanticipated environmental liabilities or costs related to real property owned or acquired through foreclosure.
New accounting pronouncements and varying interpretations of accounting pronouncements have occurred and may occur in the future. A change in accounting standards may adversely affect reported financial condition and results of operations. 26 United could face unanticipated environmental liabilities or costs related to real property owned or acquired through foreclosure.
Federal Reserve Board policy limits the payment of cash dividends by bank holding companies, without regulatory approval, and requires that a holding company serve as a source of strength to its banking subsidiaries. 24 United’s principal source of funds to pay dividends on its common stock is cash dividends from its subsidiaries.
Federal Reserve Board policy limits the payment of cash dividends by bank holding companies, without regulatory approval, and requires that a holding company serve as a source of strength to its banking subsidiaries. United’s principal source of funds to pay dividends on its common stock is cash dividends from its subsidiaries.
See the section captioned “Loans” in Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations elsewhere in this report for further discussion related to commercial and industrial, energy, construction and commercial real estate loans. 19 OPERATIONAL RISKS United’s information systems may experience an interruption or breach in security.
See the section captioned “Loans” in Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations elsewhere in this report for further discussion related to commercial and industrial, energy, construction and commercial real estate loans. 19 OPERATIONAL RISKS United’s information systems may experience failure, interruption, or breach of security.
Failure to realize these benefits could have a material adverse effect on our business, financial condition and results of operations. Moreover, there can be no guarantee that post-acquisition intergration efforts will be successful, or that after giving effect to an acquisition, we will achieve financial results comparable to, or better than, our historical performance.
Failure to realize these benefits could have a material adverse effect on our business, financial condition and results of operations. Moreover, there can be no guarantee that post-acquisition integration efforts will be successful, or that after giving effect to an acquisition, we will achieve financial results comparable to, or better than, our historical performance.
Transition risks may result from changes in policies; laws and regulations; technologies; and/or market preferences to address climate change. Such changes could materially, negatively impact our business, results of operations, financial condition and/or our reputation, in addition to having a similar impact on our customers.
Transition risks may result from changes in policies; laws and regulations; technologies; and/or market preferences to address climate change. Such changes could materially, negatively impact our business, results of operations, financial condition and/or our brand, in addition to having a similar impact on our customers.
The payment of these dividends by its subsidiaries is also restricted by federal and state banking laws and regulations. As of December 31, 2024, approximately $458.4 million was available for dividend payments from United Bank to United without regulatory approval. An investment in United common stock is not an insured deposit.
The payment of these dividends by its subsidiaries is also restricted by federal and state banking laws and regulations. As of December 31, 2025, approximately $510.1 million was available for dividend payments from United Bank to United without regulatory approval. 25 An investment in United common stock is not an insured deposit.
An additional economic downturn could also have a significant impact on the demand for United’s products and services. The cumulative effect of these matters on United’s results of operations and financial condition would likely be adverse and material. Climate change may materially affect United’s business and results of operations.
An additional economic downturn could also have a significant impact on the demand for United’s products and services. The cumulative effect of these matters on United’s results of operations and financial condition would likely be adverse and material.
In the normal course of business, United and its subsidiaries are routinely subject to examinations and challenges from federal and state tax authorities regarding the amount of taxes due in connection with investments that the Company has made and the businesses in which United has engaged.
In the normal course of business, United and its subsidiaries are routinely subject to examinations and challenges from federal and state tax authorities regarding the amount of taxes due in connection with investments that the Company has made and the businesses in which United has engaged. Federal and state taxing authorities routinely challenge tax positions taken by financial institutions.
Further, the effects of climate change may negatively impact regional and local economic activity, which could lead to an adverse effect on our customers and impact the communities in which we operate. 26 Climate change also exposes us and our customers to transition risks associated with the transition to a less carbon-dependent economy.
Further, the effects of physical risks may negatively impact regional and local economic activity, which could lead to an adverse effect on our customers and impact the communities in which we operate. We and our customers are also exposed to transition risks associated with the transition to a less carbon-dependent economy.
In addition, from time to time, bank regulators may restrict the Company from making acquisitions. See “Regulation and Supervision” in Item 1, “Business,” of this Form 10-K for additional detail and further discussion of these matters.
In addition, from time to time, bank regulators may restrict the Company from making acquisitions. See “Regulation and Supervision” in Item 1, “Business,” of this Form 10-K for additional detail and further discussion of these matters. Acquisitions may be delayed, impeded, or prohibited due to regulatory issues.
This could have a material impact on United’s future earnings, although the impact on shareholders’ equity will be offset by any amount already included in other comprehensive income. United operates in a highly competitive market.
This could have a material impact on United’s future earnings, although the impact on shareholders’ equity will be offset by any amount already included in other comprehensive income. United operates in a highly competitive market. United faces a high degree of competition in all of the markets it serves.
The risks and uncertainties described below are not the only ones facing the Company. Additional risks and uncertainties that management is not aware of or focused on or that management currently deems immaterial may also impair United’s business operations.
The risks and uncertainties described below are not the only ones facing the Company. Additional risks and uncertainties that management is not aware of or focused on or that management currently deems immaterial may also impair United’s business operations. This report is qualified in its entirety by these risk factors.
Concern regarding the ability of Congress to reach agreement on federal budgetary matters (including the debt ceiling), or total or partial governmental shutdowns, also can adversely affect the economy and increase the risk of economic instability or market volatility, which could have adverse consequences on United’s business, financial condition, liquidity and results of operations.
Concern regarding the ability of Congress to reach agreement on federal budgetary matters (including the debt ceiling), or total or partial governmental shutdowns, also can adversely affect the economy and increase the risk of economic instability or market volatility, which could have adverse consequences on United’s business, financial condition, liquidity and results of operations. 22 The value of certain investment securities is volatile and future declines in value could have a materially adverse effect on future earnings and regulatory capital.
Acquisitions may be delayed, impeded, or prohibited due to regulatory issues Acquisitions by financial institutions, including us, are subject to approval by a variety of federal and state regulatory agencies (collectively, “regulatory approvals”).
Acquisitions by financial institutions, including us, are subject to approval by a variety of federal and state regulatory agencies (collectively, “regulatory approvals”).
RISKS RELATED TO ACQUISITION ACTIVITY Potential acquisitions may disrupt our business and dilute shareholder value We generally seek merger or acquisition partners that are culturally similar and have experienced management and possess either significant market presence or have potential for improved profitability through financial management, economies of scale or expanded services.
We generally seek merger or acquisition partners that are culturally similar and have experienced management and possess either significant market presence or have potential for improved profitability through financial management, economies of scale or expanded services.
Acquiring other banks, businesses, or branches involves various risks commonly associated with acquisitions, including, among other things, (i) potential exposure to unknown or contingent liabilities of the target company; (ii) exposure to potential asset quality issues of the target company; (iii) potential disruption to our business; (iv) potential diversion of our management’s time and attention; (v) the possible loss of key employees and customers of the target company; (vi) difficulty in estimating the value of the target company; and (vii) potential changes in banking or tax laws or regulations that may affect the target company. 23 Acquisitions typically involve the payment of a premium over book and market values, and, therefore, some dilution of our tangible book value and net income per common share may occur in connection with any future transaction.
Acquiring other banks, businesses, or branches involves various risks commonly associated with acquisitions, including, among other things, (i) potential exposure to unknown or contingent liabilities of the target company; (ii) exposure to potential asset quality issues of the target company; (iii) potential disruption to our business; (iv) potential diversion of our management’s time and attention; (v) the possible loss of key employees and customers of the target company; (vi) difficulty in estimating the value of the target company; and (vii) potential changes in banking or tax laws or regulations that may affect the target company.
United’s facilities and systems, and those of our third-party service providers, may be vulnerable to security breaches, acts of vandalism, computer viruses, misplaced or lost data, programming and/or human errors, or other similar events.
United’s facilities and systems, and those of our third-party service providers, may be vulnerable to interruptions, failures or security breaches, arising from cyber-attacks, criminal activity, acts of war or terrorism, severe weather or other natural disasters, acts of vandalism, computer viruses, misplaced or lost data, programming and/or human errors, or other similar events.
For more information concerning United’s interest rate risk model and policy, see the discussion in Quantitative and Qualitative Disclosures About Market Risk included in Part II, under Item 7A of this Form 10-K.
For more information concerning United’s interest rate risk model and policy, see the discussion in Quantitative and Qualitative Disclosures About Market Risk included in Part II, under Item 7A of this Form 10-K. RISKS RELATED TO ACQUISITION ACTIVITY Potential acquisitions may disrupt our business and dilute shareholder value.
United faces a high degree of competition in all of the markets we serve and thus faces strong competition in gathering deposits, making loans and obtaining client assets for management by its investment or trust operations.
United faces strong competition in gathering deposits, making loans and obtaining client assets for management by its investment or trust operations.
Physical risks refer to the harm arising from acute, climate-related events, such as hurricanes, wildfires, floods, and heatwaves, and chronic shifts in climate, including higher average temperatures, changes in precipitation patterns, sea level rise, and ocean acidification.
Both physical and transition risks from climate change may have negative impacts on the financial condition or creditworthiness of our customers and may negatively affect our business and result of operations. 27 Physical risks refer to the harm arising from acute, climate-related events, such as hurricanes, wildfires, floods, and heatwaves, and chronic shifts in climate, including higher average temperatures, changes in precipitation patterns, sea level rise, and ocean acidification.
Banking regulations are primarily intended to protect depositors’ funds, federal deposit insurance funds and the banking system as a whole, not shareholders. These regulations affect United’s lending practices, capital structure, investment practices, dividend policy, operations, growth, and the fees we can charge for certain products or transactions, among other things.
These regulations affect United’s lending practices, capital structure, investment practices, dividend policy, operations, growth, and the fees we can charge for certain products or transactions, among other things.
We may also be subject to reputational risk and negative public opinion from shareholder concerns about our, actual or perceived, action, or inaction, in response to climate change, our carbon footprint and our business relationships with customers who operate in carbon-intensive industries.
We may also be subject to negative public opinion, and our business, brand and ability to attract and retain employees may be harmed, due to shareholder perceptions of our, actual or perceived, action or inaction in response to climate-related matters, including our carbon footprint and our business relationships with customers who operate in carbon-intensive industries. 28 Item 1B.
Our success will also depend on the ability of our officers and key employees to continue to implement and improve our operational and other systems, to manage multiple, concurrent customer relationships and to hire, train and manage our employees.
Our success will also depend on the ability of our officers and key employees to continue to implement and improve our operational and other systems, to manage multiple, concurrent customer relationships and to hire, train and manage our employees. 21 United’s vendors could fail to fulfill their contractual obligations, resulting in a material interruption in, or disruption to, its business and a negative impact on results of operations.
Any of the foregoing could have a material adverse effect on our business, financial condition and results of operations. See the section captioned “Regulation and Supervision” included in Item 1. While the Company has policies and procedures designed to prevent any violations of applicable laws or regulations, there can be no assurance that such violations will not occur.
While the Company has policies and procedures designed to prevent any violations of applicable laws or regulations, there can be no assurance that such violations will not occur.
We also rely on numerous other third-party service providers to conduct other aspects of our business operations and face similar risks relating to them. While we conduct security assessments on our higher risk third parties, we cannot be sure that their information security protocols are sufficient to withstand a cyber-attack or other security breach.
We also rely on numerous other third-party service providers to conduct other aspects of our business operations and face similar risks relating to them.
Recently, federal and state taxing authorities have become increasingly aggressive in challenging tax positions taken by financial institutions. These tax positions may relate to tax compliance, sales and use, franchise, gross receipts, payroll, property and income tax issues, including tax base, apportionment and tax credit planning.
These tax positions may relate to tax compliance, sales and use, franchise, gross receipts, payroll, property and income tax issues, including tax base, apportionment and tax credit planning. The challenges made by tax authorities may result in adjustments to the timing or amount of taxable income or deductions or the allocation of income among tax jurisdictions.
This report is qualified in its entirety by these risk factors. 16 REGULATORY AND LITIGATION RISKS United is subject to extensive government regulation and supervision. United is subject to extensive federal and state regulation, supervision and examination which vests significant discretion in the various regulatory authorities.
REGULATORY AND LITIGATION RISKS United is subject to extensive government regulation and supervision. United is subject to extensive federal and state regulation, supervision and examination which vests significant discretion in the various regulatory authorities. Banking regulations are primarily intended to protect depositors’ funds, federal deposit insurance funds and the banking system as a whole, not shareholders.
The challenges made by tax authorities may result in adjustments to the timing or amount of taxable income or deductions or the allocation of income among tax jurisdictions. If any such challenges are made and are not resolved in the Company’s favor, they could have a material adverse effect on United’s financial condition and results of operations.
If any such challenges are made and are not resolved in the Company’s favor, they could have a material adverse effect on United’s financial condition and results of operations. 17 United is subject to regulatory capital requirements and failure to comply with these standards may impact dividend payments, equity repurchases and executive compensation.
United’s success depends, to a certain extent, upon local and national economic and political conditions, as well as governmental monetary policies.
MARKET, LIQUIDITY AND INTEREST RATE RISKS Changes in economic and political conditions could adversely affect our earnings, as our borrowers’ ability to repay loans and the value of the collateral securing our loans decline . United’s success depends, to a certain extent, upon local and national economic and political conditions, as well as governmental monetary policies.
Poor quality services could damage United’s reputation with its customers. In addition, these third party service providers are sources of operational, cybersecurity and informational security risk to United, including risks associated with operational errors, coding errors, information system interruptions or breaches, and unauthorized disclosures of sensitive or confidential client or customer information.
In addition, United’s reliance on third party service providers also exposes it to operational, cybersecurity and informational risks. Vendors may experience system failures, operational errors, coding errors, information system interruptions or breaches, and unauthorized disclosures of sensitive or confidential client or customer information and United may have limited ability to control, monitor or promptly remediate such events.
United has entered into subcontracts for the supply of current and future services, such as data processing, mortgage loan processing and servicing, and certain property management functions. These services must be available on a continuous and timely basis and be in compliance with any regulatory requirements. Failure to do so could substantially harm United’s business.
United is dependent upon third parties for certain information system, data management and processing services and to provide key components of its business infrastructure. United has entered into subcontracts for the supply of current and future services, such as data processing, mortgage loan processing and servicing, and certain property management functions.
Potential problems with vendors such as those discussed above could have a significant adverse effect on United’s business, lead to higher costs and damage its reputation with its customers and, in turn, have a material adverse effect on its financial condition and results of operations. 21 MARKET, LIQUIDITY AND INTEREST RATE RISKS Changes in economic and political conditions could adversely affect our earnings, as our borrowers’ ability to repay loans and the value of the collateral securing our loans decline.
Any significant failure, interruption, termination or security incident involving a third party vendor could have a significant adverse effect on United’s business, lead to higher costs and damage its reputation with its customers and, in turn, have a material adverse effect on its financial condition and results of operations.
We may be subject to physical and transition risks from climate change. Both physical and transition risks from climate change may have negative impacts on the financial condition or creditworthiness of our customers and may negatively affect our business and result of operations.
We may be subject to climate-related physical and transition risks from climate change.
A decline in market share could lead to a decline in net income which would have a negative impact on shareholder value. 22 United is subject to liquidity risk. We require liquidity to meet our deposit and debt obligations as they come due.
A decline in market share could lead to a decline in net income which would have a negative impact on shareholder value. In addition, technology and other changes have made it possible for non-banks to offer products and services traditionally provided by banks.
Removed
The Consumer Financial Protection Bureau (“CFPB”) may reshape the consumer financial laws through rulemaking and enforcement of the prohibitions against unfair, deceptive and abusive business practices. Compliance with any such change may impact the business operations of depository institutions offering consumer financial products or services, including United Bank .
Added
In August 2025, a district court ruled against the Federal Reserve and vacated the regulation, but its order is stayed pending appeal to the circuit court. Any of the foregoing could have a material adverse effect on our business, financial condition and results of operations. See the section captioned “Regulation and Supervision” included in Item 1.
Removed
The CFPB has broad rulemaking authority to administer and carry out the provisions of the Dodd-Frank Act with respect to financial institutions that offer covered financial products and services to consumers.
Added
Even well protected information, networks, systems and facilities remain potentially vulnerable to attempted security breaches or disruptions because the techniques used in such attempts are constantly evolving, including as a result of artificial intelligence, and generally are not recognized until launched against a target, and in some cases are designed not to be detected and, in fact, may not be detected.
Removed
The CFPB has also been directed to write rules identifying practices or acts that are unfair, deceptive or abusive in connection with any transaction with a consumer for a consumer financial product or service, or the offering of a consumer financial product or service.
Added
Increasing fraud risk could adversely affect our business, financial condition, and reputation. We are exposed to an increasing risk of fraud, including cyber fraud, identity theft, account takeover, and other fraudulent activities targeting financial institutions and their customers. The sophistication and frequency of these schemes continue to grow, driven by advances in technology and the proliferation of digital banking channels.
Removed
The concept of what may be considered to be an “abusive” practice is relatively new under the law. Moreover, United Bank is supervised and examined by the CFPB for compliance with the CFPB’s regulations and policies.
Added
Fraudulent activity can result in financial losses for us or our customers, increased operational costs, and potential legal exposure. Although we employ robust security measures, including authentication protocols, transaction monitoring, and fraud detection systems, these controls may not be sufficient to prevent all fraudulent activity.
Removed
The costs and limitations related to this additional regulatory reporting regimen have yet to be fully determined, although they may be material and the limitations and restrictions that will be placed upon United Bank with respect to its consumer product offering and services may produce significant, material effects on United Bank (and United’s) profitability. 17 United is subject to regulatory capital requirements and failure to comply with these standards may impact dividend payments, equity repurchases and executive compensation.
Added
Criminals continuously adapt their methods to circumvent existing safeguards, and emerging technologies such as artificial intelligence may further enhance their ability to perpetrate fraud. Significant fraud-related losses could negatively impact our earnings, capital, and liquidity. In addition, fraud incidents may harm our reputation, erode customer trust, and lead to regulatory scrutiny or enforcement actions.
Removed
Like other U.S. financial services companies, United has been and expects to continue to be the target of cyber-attacks and other attempts to disrupt its operations.
Added
Failure to effectively manage and mitigate fraud risk could have a material adverse effect on our business, financial condition, and results of operations. Technological advancements may subject us to additional risks. The financial services industry is continually undergoing rapid technological change with frequent introductions of new technology-driven products and services, including the increased usage of intelligent automation within the industry.
Removed
United relies heavily on communications and information systems to conduct its business. Any failure, interruption or breach in security of these systems, whether due to severe weather, natural disasters, cyber-attack, acts of war or terrorism, criminal activity or other factors, could result in failures or disruptions in general ledger, deposit, loan, customer relationship management and other systems.
Added
Our future success depends, in part, upon our ability to address the needs of our customers by using technology to provide products and services that will satisfy customer demands, as well as to create additional efficiencies in our operations. Many of our competitors have substantially greater resources to invest in technological improvements.
Removed
While United has disaster recovery and other policies and procedures designed to prevent or limit the effect of the failure, interruption or security breach of its information systems, there can be no assurance that any such failures, interruptions or security breaches will not occur or, if they do occur, that they will be adequately addressed.
Added
We may not be able to effectively implement new technology-driven products and services or be successful in marketing these products and services to our customers.
Removed
The occurrence of any failures, interruptions or security breaches of United’s information systems could damage its reputation, result in a loss of customer business, subject it to additional regulatory scrutiny or expose it to civil litigation and possible financial liability, any of which could have a material adverse effect on results of operations.
Added
In addition, our implementation of certain new technologies, such as those related to artificial intelligence, automation and algorithms, in our business processes may have unintended consequences due to their limitations or our failure to use them effectively. In addition, cloud technologies are critical to the operation of our systems, and our reliance on cloud technologies is growing.
Removed
United’s vendors could fail to fulfill their contractual obligations, resulting in a material interruption in, or disruption to, its business and a negative impact on results of operations. United is dependent upon third parties for certain information system, data management and processing services and to provide key components of its business infrastructure.
Added
Failure to successfully keep pace with technological change affecting the financial services industry could have a material adverse effect on our business, financial condition and results of operations. Furthermore, any new line of business, new product or service and/or new technology could have a significant impact on the effectiveness of our system of internal controls.
Removed
United often purchases services from vendors under agreements that typically can be terminated on a periodic basis. There can be no assurance, however, that vendors will be able to meet their obligations under these agreements or that United will be able to compel them to do so.
Added
Failure to successfully manage these risks in the development and implementation of new lines of business, new products or services and/or new technologies could have a material adverse effect on our business, financial condition and results of operations.
Removed
Risks of relying on vendors include the following: • If an existing agreement expires or a certain service is discontinued by a vendor, then United may not be able to continue to offer its customers the same breadth of products and its operating results would likely suffer unless it is able to find an alternate supply of a similar service. • Agreements United may negotiate in the future may commit it to certain minimum spending obligations.
Added
These services must be available on a continuous and timely basis and be in compliance with any regulatory requirements. Failure to do so could substantially harm United’s business. United often obtains services from vendors under contractual agreements that may be subject to renewal, termination, service limitations, minimum usage or spending commitments, or other restrictions.
Removed
It is possible United will not be able to create the market demand to meet such obligations. • If market demand for United’s products increases suddenly, its current vendors might not be able to fulfill United’s commercial needs, which would require it to seek new arrangements or new sources of supply, and may result in substantial delays in meeting market demand. • United may not be able to control or adequately monitor the quality of services it receives from its vendors.
Added
There can be no assurance that vendors continue to provide services on acceptable terms, perform in accordance with contractual or regulatory requirements, or remain financially viable. If a vendor relationship is terminated, expires, or a service is discontinued or degraded, United may experience service disruptions, delays in delivering products to customers, increased costs, or difficulties in transitioning to alternative providers.
Removed
If third party service providers encounter any of these issues, or if United has difficulty communicating with them, United could be exposed to disruption of operations, loss of service or connectivity to customers, reputational damage, and litigation risk that could have a material adverse effect on our results of operations or our business.
Added
In addition, deficiencies in vendor performance, service quality or compliance could result in regulatory scrutiny, customer dissatisfaction, reputational harm, litigation exposure or financial losses.
Removed
The value of certain investment securities is volatile and future declines in value could have a materially adverse effect on future earnings and regulatory capital.
Added
In particular, the activity of fintechs/wealthtechs has grown significantly over recent years and is expected to continue to grow. Some fintechs/wealthtechs are not subject to the same regulation as we are, which may allow them to be more competitive.
Removed
In recent years, acquisitions by financial institutions have encountered greater regulatory, governmental and community scrutiny and have taken substantially longer to receive the required regulatory approvals and other required governmental clearances than in the past.
Added
Fintechs/wealthtechs have and may continue to offer bank or bank-like products and a number of such organizations have applied for bank or industrial loan charters while others have partnered with existing banks to allow them to offer deposit products to their customers.
Removed
Our business, reputation and ability to retract and retain employees may be harmed due to stakeholder views and perceptions of our response to climate change. 27
Added
Increased competition from fintechs/wealthtechs and the growth of digital banking may also lead to pricing pressures as competitors offer more low-fee and no-fee products. United is subject to liquidity risk. We require liquidity to meet our deposit and debt obligations as they come due.
Added
Acquisitions typically involve the payment of a premium over book and market values, and, therefore, some dilution of our tangible book value and net income per common share may occur in connection with any future transaction.
Added
Climate-related physical and transition risks may materially affect United’s business and results of operations, and divergent and evolving laws and regulations and stakeholder expectations regarding climate-related matters may subject United to additional, different and potentially conflicting requirements and expectations and result in higher regulatory and compliance and other risks and costs.
Added
In addition, ongoing legislative or regulatory uncertainties and changes, as well as divergent stakeholder expectations, regarding climate-related matters, may subject us to additional, different and potentially conflicting requirements and expectations and result in higher regulatory, compliance and other risks and costs.
Added
For example, certain states have enacted or proposed laws addressing climate change and other sustainability issues, including greenhouse gas emissions data and climate-related financial risk disclosure requirements. On the other hand, certain states have enacted or proposed laws or regulations or taken other actions to prohibit the consideration of environmental and social factors in state investments and contracting.
Added
In addition, in August 2025, President Trump signed Executive Order 14331, “Guaranteeing Fair Banking Access for All Americans,” which states that it is the policy of the United States that no American should be denied access to financial services because of their constitutionally or statutorily protected beliefs, affiliations, or political views.

Item 1C. Cybersecurity

Cybersecurity — threats and controls disclosure

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Biggest changeThe CISO is responsible for leading and c oordinatin g our daily cybersecurity efforts, including leading a team of qualified individuals with significant relevant experience and certifications. In addition, United’s CISO has served in various roles in Operations, Physical Security, Fraud Investigations, and Information Security for over 24 years with United.
Biggest changeIn addition, United’s CISO has served in various roles in Operations, Physical Security, Fraud Investigations, and Information Security for over 24 years with United. The CISO holds a Bachelor of Science in Criminal Justice and has led the Information Security department since 2014.
United recognizes the critical importance of cybersecurity in our business operations. Our cybersecurity processes are fully integrated into our overall risk management system and processes. We believe that effective management of cybersecurity risks is integral to the protection of our assets, reputation, and the trust of our stakeholders.
United recognizes the critical importance of cybersecurity in our business operations. Our cybersecurity processes are fully integrated into our overall risk management system. We believe that effective management of cybersecurity risks is integral to the protection of our assets, reputation, and the trust of our stakeholders.
The CIRO provides regular risk management reports to the Risk Committee and the full Board of Directors, as well as at meetings of the independent directors. The management of the Company’s cybersecurity team has over a 100 years of industry experience combined, holds numerous certifications, and is regularly trained through continuing professional education.
The CIRO provides regular risk management reports to the Risk Committee and the full Board of Directors, as well as at meetings of the independent directors. The management of the Company’s cybersecurity team has over 100 years of industry experience combined, holds numerous certifications, and is regularly trained through continuing professional education.
These experts evaluate the effectiveness of our cybersecurity controls, identify vulnerabilities, and recommend improvements. We maintain ongoing relationships with reputable third-party firms specializing in cybersecurity to assess our systems, conduct penetration testing, and audit our processes for compliance with industry standards and regulations. United recognizes the inherent cybersecurity risks associated with third-party service providers.
These experts evaluate the effectiveness of our cybersecurity controls, identify vulnerabilities, and recommend improvements. We maintain ongoing relationships with reputable third-party firms specializing in cybersecurity to assess our systems, conduct penetration testing, and audit our processes for compliance with industry standards and regulations. 29 Table of Contents United recognizes the inherent cybersecurity risks associated with third-party service providers.
Our proactive approach to cybersecurity involves numerous processes including, regular risk assessments, employee training, incident response planning and testing, and continuous improvement in our cybersecurity practices. To ensure the robustness of our cybersecurity processes, we engage qualified assessors, consultants, and auditors on a periodic 28 Table of Contents basis.
Our proactive approach to cybersecurity involves numerous processes including, regular risk assessments, employee training and continuing education, incident response planning and testing, and continuous improvement in our cybersecurity practices. To ensure the robustness of our cybersecurity processes, we engage qualified assessors, consultants, and auditors on a periodic basis.
Information security, and specifically cyber security, is formally discussed quarterly at the Governance Steering Committee (“GSC”). The GSC is comprised of executive management, IT internal audit, digital banking leadership, and United’s Chief Information Security Officer (“CISO”). The activities of the GSC are reported quarterly to the Board Risk Committee.
Information security, and specifically cyber security, is formally discussed quarterly at the Governance Steering Committee (“GSC”). The GSC is comprised of executive management, IT internal audit, digital banking leadership, and United’s Chief Information Security Officer (“CISO”).
The CISO holds a Bachelor of Science in Criminal Justice and has led the Information Security department since 2014. The Information Security and IT Security teams stay up to date on industry best practices, participate in industry threat intelligence feeds, and maintain multiple professional certifications in the areas of privacy and security.
The Information Security and IT Security teams stay up to date on industry best practices, participate in industry threat intelligence feeds, and maintain multiple professional certifications in the areas of privacy and security. The Information Security department is integrated with vendor management, business continuity planning, disaster recovery, and incident response.
We deploy a variety of preventative and detective tools to monitor, block, and provide alerts regarding suspicious activity. All employees have a responsibility to report suspected or verified incidents to the Information Security department and/or the CISO, and all employees are trained annually regarding the identification and reporting of incidents.
All employees have a responsibility to report suspected or verified incidents to the Information Security department and/or the CISO, and all employees are trained annually regarding the identification and reporting of incidents. The CISO maintains a centralized record of all incidents and reports on these quarterly to the GSC and the Board Risk Committee.
The Information Security department is integrated with vendor management, business continuity planning, disaster recovery, and incident response. Additionally, we have a formal cybersecurity program based on the NIST CSF (“National Institute of Standards and Technology Cybersecurity Framework”) and the CIS (“Center for Internet Security”) Benchmarks that identifies and assesses cybersecurity risks.
Additionally, we have a formal cybersecurity program based on the NIST CSF (“National Institute of Standards and Technology Cybersecurity Framework”) and the CIS (“Center for Internet Security”) Benchmarks that identifies and assesses cybersecurity risks. We deploy a variety of preventative and detective tools to monitor, block, and provide alerts regarding suspicious activity.
The CISO maintains a centralized record all incidents and reports on these quarterly to the GSC and the Board Risk Committee. The CIRO is also immediately notified of any incident that exceeds pre-defined thresholds. 29
The CIRO is also immediately notified of any incident that exceeds pre-defined thresholds. 31
Added
The activities of the GSC are reported quarterly to the Board Risk Committee. 30 Table of Contents The CISO is responsible for leading and coordinating our daily cybersecurity efforts, including leading our Information Security department which consists of a team of qualified individuals with significant relevant experience and certifications.

Item 2. Properties

Properties — owned and leased real estate

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Biggest changeUnited owns all four (4) of its Pennsylvania facilities. In Ohio, United owns its one branch. United leases operations centers in the Charleston, West Virginia and Chantilly, Virginia areas and owns two operations centers in the Morgantown, West Virginia area and Washington, North Carolina.
Biggest changeUnited leases operations centers in the Charleston, West Virginia, Chantilly, Virginia, Frederick, Maryland and Atlanta, Georgia areas and owns two operations centers in the Morgantown, West Virginia area and Washington, North Carolina.
In Washington, DC, United leases all nine (9) of its branch facilities under operating leases. United leases twenty-five (25) of its branch offices in North Carolina under operating leases while owning eighteen (18) branches. In South Carolina, United owns twenty-one (21) of its facilities while leasing under operating leases four (4) branch offices.
In Washington, DC, United leases all eight (8) of its branch facilities under operating leases. United leases twenty-five (25) of its branch offices in North Carolina under operating leases while owning eighteen (18) branches. In South Carolina, United owns twenty-one (21) of its facilities while leasing under operating leases four (4) branch offices.
United owns forty-one (41) of its West Virginia facilities while leasing six (6) of its offices under operating leases. In Virginia, United leases forty-two (42) of its branches under operating leases while owning thirty-eight (38) branches. United owns three (3) branches and leases nine (9) of its branches under operating leases in Maryland.
United owns forty-three (43) of its West Virginia facilities while leasing five (5) of its offices under operating leases. In Virginia, United leases forty-two (42) of its branches under operating leases while owning thirty-eight (38) branches. United owns three (3) branches and leases nine (9) of its branches under operating leases in Maryland.
United operates two hundred and nineteen (219) full service offices—forty-seven (47) offices located throughout West Virginia, ninety-nine (99) offices in the Shenandoah Valley region, the Northern Neck, the Richmond and Lynchburg metropolitan areas of Virginia and the Northern Virginia, Maryland and Washington, D.C. metropolitan area, forty-three (43) offices in the Mountains, Piedmont, Coastal Plains and Tidewater regions of North Carolina, twenty-five (25) offices in the Coastal, Midlands, and Upstate regions of South Carolina, four (4) offices in southwestern Pennsylvania and one (1) office in southeastern Ohio.
United operates two hundred and thirty-seven (237) full service offices—forty-eight (48) offices located throughout West Virginia, one hundred (100) offices in the Shenandoah Valley region, the Northern Neck, the Richmond and Lynchburg metropolitan areas of Virginia and the Northern Virginia, Maryland and Washington, D.C. metropolitan area, forty-three (43) offices in the Mountains, Piedmont, Coastal Plains and Tidewater regions of North Carolina, twenty-five (25) offices in the Coastal, Midlands, and Upstate regions of South Carolina, sixteen (16) offices in the Atlanta, Georgia metropolitan area, four (4) offices in southwestern Pennsylvania and one (1) office in southeastern Ohio.
Added
In Georgia, United owns ten (10) of its facilities while leasing under operating leases six (6) branch offices. United owns all four (4) of its Pennsylvania facilities. In Ohio, United owns its one branch.

Item 3. Legal Proceedings

Legal Proceedings — active lawsuits and investigations

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Biggest changeMINE SAFETY DISCLOSURES Not applicable. 30 UNITED BANKSHARES, INC. FORM 10-K, PART II
Biggest changeMINE SAFETY DISCLOSURES Not applicable. 32 UNITED BANKSHARES, INC. FORM 10-K, PART II

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

15 edited+2 added−3 removed6 unchanged
Biggest changePeriod Ending 12/31/19 12/31/20 12/31/21 12/31/22 12/31/23 12/31/24 United Bankshares, Inc. 100.00 88.54 103.02 119.54 115.80 120.69 NASDAQ Bank Index 100.00 92.50 132.19 110.67 106.87 128.85 S&P Mid-Cap Index 100.00 113.65 141.76 123.19 143.38 163.30 32 Issuer Repurchases The table below includes certain information regarding United’s purchase of its common shares during the three months ended December 31, 2024: Period Total Number of Shares Purchased (1) (2) Average Price Paid per Share Total Number of Shares Purchased as Part of Publicly Announced Plans (3) Maximum Number of Shares that May Yet be Purchased Under the Plans (3) 10/01 – 10/31/2024 0 $ 00.00 0 4,371,239 11/01 – 11/30/2024 5 $ 35.96 0 4,371,239 12/01 – 12/31/2024 0 $ 00.00 0 4,371,239 Total 5 $ 35.96 (1) Includes shares exchanged in connection with the exercise of stock options or the vesting of restricted stock under United’s long-term incentive plans.
Biggest changeDuring 2025, United repurchased 200,000 shares under the 2025 Plan. 34 The table below includes certain information regarding United’s purchase of its common shares during the three months ended December 31, 2025: Period Total Number of Shares Purchased (1) (2) Average Price Paid per Share Total Number of Shares Purchased as Part of Publicly Announced Plans Maximum Number of Shares that May Yet be Purchased Under the Plans 10/01 –10/31/2025 753,666 $ 35.92 753,666 (3) 1,333,291 11/01 –11/30/2025 350,000 $ 36.23 350,000 (3) 5,000,000 (4) 12/01 –12/31/2025 200,193 $ 39.11 200,000 (4) 4,800,000 (4) Total 1,303,859 $ 36.49 (1) Includes shares exchanged in connection with the exercise of stock options or the vesting of restricted stock under United’s long-term incentive plans.
The cumulative total shareholder return assumes a $100 investment on December 31, 2019 in the common stock of United and each index and the cumulative return is measured as of each subsequent fiscal year-end. There is no assurance that United’s common stock performance will continue in the future with the same or similar trends as depicted in the graph.
The cumulative total shareholder return assumes a $100 investment on December 31, 2020 in the common stock of United and each index and the cumulative return is measured as of each subsequent fiscal year-end. There is no assurance that United’s common stock performance will continue in the future with the same or similar trends as depicted in the graph.
The following graph compares United’s cumulative total shareholder return (assuming reinvestment of dividends) on its common stock for the five-year period ending December 31, 2024, with the cumulative total return (assuming reinvestment of dividends) of the Standard and Poor’s Midcap 400 Index and with the NASDAQ Bank Index.
The following graph compares United’s cumulative total shareholder return (assuming reinvestment of dividends) on its common stock for the five-year period ending December 31, 2025, with the cumulative total return (assuming reinvestment of dividends) of the Standard and Poor’s Midcap 400 Index and with the NASDAQ Bank Index.
Shares are purchased pursuant to the terms of the applicable plan and not pursuant to a publicly announced stock repurchase plan. For the quarter ended December 31, 2024 – no shares were exchanged by participants in United’s long-term incentive plans.
Shares are purchased pursuant to the terms of the applicable plan and not pursuant to a publicly announced stock repurchase plan. For the quarter ended December 31, 2025 – 193 shares were exchanged by participants in United’s long-term incentive plans.
Stock Performance Graph The following Stock Performance Graph and related information shall not be deemed “soliciting material” or to be “filed” with the Securities and Exchange Commission, nor shall such information be incorporated by reference into any future filing under the Securities Act of 1933 or Securities Exchange Act of 1934, each as amended, except to the extent that United specifically incorporates it by reference into such filing.
All of the issued and outstanding shares of United’s stock are fully paid and non-assessable. 33 Stock Performance Graph The following Stock Performance Graph and related information shall not be deemed “soliciting material” or to be “filed” with the Securities and Exchange Commission, nor shall such information be incorporated by reference into any future filing under the Securities Act of 1933 or Securities Exchange Act of 1934, each as amended, except to the extent that United specifically incorporates it by reference into such filing.
The outstanding shares are held by approximately 9,265 shareholders of record, as well as 47,319 shareholders in street name as of January 31, 2025. The unissued portion of United’ s authorized common stock (subject to registration approval by the SEC) and the treasury shares are available for issuance as the Board of Directors determines advisable.
The outstanding shares are held by approximately 9,094 shareholders of record, as well as 55,693 shareholders in street name as of January 31, 2026. The unissued portion of United’s authorized common stock (subject to registration approval by the SEC) and the treasury shares are available for issuance as the Board of Directors determines advisable.
United offers its shareholders the opportunity to invest dividends in shares of United stock through its dividend reinvestment plan. United has also established stock option plans and a stock bonus plan as incentive for certain eligible officers.
United offers its shareholders the opportunity to invest dividends in shares of United stock through its dividend reinvestment plan. United has also established long-term stock-based incentive plans for certain eligible officers.
However, the effects might include, among other things, restricting dividends on common stock, diluting the voting power of common stock, reducing the market price of common stock or impairing the liquidation rights of the common stock without further action by the shareholders.
However, the effects might include, among other things, restricting dividends on common stock, diluting the voting power of common stock, reducing the market price of common stock or impairing the liquidation rights of the common stock without further action by the shareholders. Holders of the common stock will not have preemptive rights with respect to the preferred stock.
Item 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES Stock As of January 31, 2025, 200,000,000 shares of common stock, par value $2.50 per share, were authorized for United, of which 150,560,338 were issued, including 7,348,188 shares held as treasury shares.
Item 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES Stock As of January 31, 2026, 200,000,000 shares of common stock, par value $2.50 per share, were authorized for United, of which 150,892,349 were issued, including 11,472,864 shares held as treasury shares.
On May 11, 2022, the Board of Directors approved a new repurchase plan (the “2022 Plan”) to repurchase up to 4,750,000 shares of United’s common stock on the open market. The 2022 Plan replaced the 2019 Plan. During 2022, United repurchased 378,761 shares under the 2022 Plan. United did not repurchase any shares in 2023 or 2024.
During 2022, United repurchased 378,761 shares under the 2022 Plan. United did not repurchase any shares in 2023 or 2024. During 2025, United repurchased 3,387,948 shares under the 2022 Plan. On November 20, 2025, the Board of Directors approved a new repurchase plan (the “2025 Plan”) to repurchase up to 5,000,000 shares of United’s common stock on the open market.
(2) Includes shares purchased in open market transactions by United for a rabbi trust to provide payment of benefits under a deferred compensation plan for certain key officers of United and its subsidiaries.
(2) Includes shares purchased in open market transactions by United for a rabbi trust to provide payment of benefits under a deferred compensation plan for certain key officers of United and its subsidiaries. For the quarter ended December 31, 2025, no shares were purchased for the deferred compensation plan. (3) United repurchased 1,103,666 shares under the 2022 Plan.
The timing, price and quantity of purchases under the plans are at the discretion of management and the plan may be discontinued, suspended or restarted at any time depending on the facts and circumstances. The 2022 Plan replaces a repurchase plan approved by United’s Board of Directors in October of 2019. Item 6. [RESERVED]
The 2025 Plan replaced the 2022 Plan. The timing, price and quantity of purchases under the plans are at the discretion of management and the plan may be discontinued, suspended or restarted at any time depending on the facts and circumstances.
In addition to the above incentive plans, United is occasionally involved in certain mergers in which additional shares could be issued and recognizes that additional shares could be issued for other appropriate purposes.
In addition to the above long-term stock-based incentive plans, United is occasionally involved in certain mergers in which additional shares could be issued and recognizes that additional shares could be issued for other appropriate purposes. United’s common stock is traded on the National Association of Securities Dealers Automated Quotations System, Global Select Market (“NASDAQ”) under the trading symbol UBSI.
As of December 31, 2024, United still has 4,371,239 shares available for repurchase under the 2022 Plan. The Board of Directors believes that the availability of authorized but unissued common stock of United is of considerable value if opportunities should arise for the acquisition of other businesses through the issuance of United’s stock.
The closing sale price reported for United’s common stock on February 20, 2026, the last practicable date, was $44.28. The Board of Directors believes that the availability of authorized but unissued common stock of United is of considerable value if opportunities should arise for the acquisition of other businesses through the issuance of United’s stock.
Holders of the common stock will not have preemptive rights with respect to the preferred stock. 31 There are no preemptive or conversion rights or, redemption or sinking fund provisions with respect to United’s stock. All of the issued and outstanding shares of United’s stock are fully paid and non-assessable.
There are no preemptive or conversion rights or, redemption or sinking fund provisions with respect to United’s stock.
Removed
In October of 2019, United’s Board of Directors approved a stock repurchase plan (the “2019 Plan”) to repurchase up to 4,000,000 shares of the Company’s common stock on the open market at prevailing prices. United repurchased 2,846,989 shares under this plan.
Added
Period Ending 12/31/20 12/31/21 12/31/22 12/31/23 12/31/24 12/31/25 United Bankshares, Inc. 100.00 116.35 135.02 130.80 136.31 145.17 NASDAQ Bank Index 100.00 142.91 119.65 115.53 139.30 149.15 S&P Mid-Cap Index 100.00 124.73 108.37 126.13 143.65 154.40 Issuer Repurchases On May 11, 2022, the Board of Directors approved a stock repurchase plan (the “2022 Plan”) to repurchase up to 4,750,000 shares of United’s common stock on the open market.
Removed
United’s common stock is traded over the counter on the National Association of Securities Dealers Automated Quotations System, Global Select Market (“NASDAQ”) under the trading symbol UBSI. The closing sale price reported for United’s common stock on February 20, 2025, the last practicable date, was $36.77.
Added
(4) United repurchased 200,000 shares under the 2025 Plan. Item 6. [RESERVED]
Removed
For the quarter ended December 31, 2024, the following shares were purchased for the deferred compensation plan: November 2024 – 5 shares at an average price of $35.96. (3) In May of 2022, United’s Board of Directors approved a repurchase plan to repurchase up to 4,750,000 shares of United’s common stock on the open market (the “2022 Plan”).

Item 6. [Reserved]

Selected Financial Data — reserved (removed by SEC in 2021)

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Biggest changeOTHER INFORMATION 132 Item 9C. DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS 132 Part III Item 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE 133 Item 11. EXECUTIVE COMPENSATION 133 Item 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS 133 Item 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE 133 Item 14.
Biggest changeOTHER INFORMATION 138 Item 9C. DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS 139 Part III Item 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE 140 Item 11. EXECUTIVE COMPENSATION 140 Item 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS 140 Item 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE 140 Item 14.
Item 6. [RESERVED] 33 Item 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS 33 Item 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK 58 Item 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA 63 Item 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURES 132 Item 9A. CONTROLS AND PROCEDURES 132 Item 9B.
Item 6. [RESERVED] 35 Item 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS 35 Item 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK 61 Item 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA 66 Item 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURES 138 Item 9A. CONTROLS AND PROCEDURES 138 Item 9B.
PRINCIPAL ACCOUNTING FEES AND SERVICES 134 Part IV Item 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES 135 Item 16. FORM 10-K SUMMARY 138 2 UNITED BANKSHARES, INC. FORM 10-K, PART I
PRINCIPAL ACCOUNTING FEES AND SERVICES 141 Part IV Item 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES 142 Item 16. FORM 10-K SUMMARY 146 2 UNITED BANKSHARES, INC. FORM 10-K, PART I

Item 7. Management's Discussion & Analysis

Management's Discussion & Analysis (MD&A) — revenue / margin commentary

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Biggest changeThe following table summarizes the changes in the major loan classes since year-end 2023: (Dollars in thousands) December 31 2024 December 31 2023 $ Change % Change Loans held for sale $ 44,360 $ 56,261 $ (11,901 ) (21.15 %) Commercial, financial, and agricultural: Owner-occupied commercial real estate $ 1,590,002 $ 1,598,231 $ (8,229 ) (0.51 %) Nonowner-occupied commercial real estate 6,939,641 6,718,343 221,298 3.29 % Other commercial loans 3,351,362 3,572,440 (221,078 ) (6.19 %) Total commercial, financial, and agricultural $ 11,881,005 $ 11,889,014 $ (8,009 ) (0.07 %) Residential real estate 5,507,384 5,271,236 236,148 4.48 % Construction & land development 3,509,034 3,148,245 360,789 11.46 % Consumer: Bankcard 9,998 9,962 36 0.36 % Other consumer 773,077 1,054,728 (281,651 ) (26.70 %) Total gross loans $ 21,680,498 $ 21,373,185 $ 307,313 1.44 % Less: Unearned income (7,005 ) (14,101 ) 7,096 (50.32 %) Total Loans, net of unearned income $ 21,673,493 $ 21,359,084 $ 314,409 1.47 % The following table shows the amount of loans acquired and outstanding by major loan classes as of December 31, 2024 and 2023: December 31, 2024 December 31, 2023 (In thousands) Originated Acquired Total Originated Acquired Total Commercial, financial, and agricultural: Owner-occupied commercial real estate $ 1,065,162 $ 524,839 $ 1,590,002 $ 999,471 $ 598,760 $ 1,598,231 Nonowner-occupied commercial real estate 5,562,050 1,377,591 6,939,641 5,096,074 1,622,269 6,718,343 Other commercial loans 3,192,036 159,326 3,351,362 3,144,321 428,119 3,572,440 Total commercial, financial, and agricultural $ 9,819,249 $ 2,061,756 $ 11,881,005 $ 9,239,866 $ 2,649,148 $ 11,889,014 Residential real estate 5,062,380 445,004 5,507,384 4,731,392 539,844 5,271,236 Construction & land development 3,401,820 107,214 3,509,034 2,998,152 150,093 3,148,245 Consumer: Bankcard 9,998 0 9,998 9,962 0 9,962 Other consumer 769,110 3,967 773,077 1,048,428 6,299 1,054,728 Total Loans and leases $ 19,062,556 $ 2,617,942 $ 21,680,498 $ 18,027,801 $ 3,345,384 $ 21,373,185 39 The following table shows the maturity of loans and leases, outstanding as of December 31, 2024: (In thousands) Less Than One Year One To Five Years Five to Fifteen Years Greater than Fifteen Years Total Commercial, financial and agricultural: Owner-occupied commercial real estate $ 136,831 $ 821,093 $ 604,021 $ 28,057 $ 1,590,002 Nonowner-occupied commercial real estate 1,750,373 3,934,896 1,157,774 96,598 6,939,641 Other commercial loans 846,283 1,743,240 664,003 97,836 3,351,362 Total commercial, financial, and agricultural $ 2,733,487 $ 6,499,229 $ 2,425,798 $ 222,491 $ 11,881,005 Residential real estate 148,643 617,863 516,824 4,224,054 5,507,384 Construction & land development 1,143,312 2,197,352 94,071 74,299 3,509,034 Consumer: Bankcard 1,106 8,662 230 0 9,998 Other consumer 20,137 615,907 136,055 978 773,077 Total Loans and leases $ 4,046,685 $ 9,939,013 $ 3,172,978 $ 4,521,822 $ 21,680,498 At December 31, 2024, for loans and leases due after one year, interest rate information is as follows: (In thousands) One To Five Years Five to Fifteen Years Greater than Fifteen Years Total Commercial, financial and agricultural: Owner-occupied commercial real estate Outstanding with fixed interest rates $ 660,969 $ 231,632 $ 7,739 $ 900,340 Outstanding with adjustable interest rates 160,124 372,389 20,318 552,831 Total owner-occupied 821,093 604,021 28,057 1,453,171 Nonowner-occupied commercial real estate Outstanding with fixed interest rates $ 3,133,577 $ 501,169 $ 15,429 $ 3,650,175 Outstanding with adjustable interest rates 801,319 656,605 81,169 1,539,093 Total non-owner occupied 3,934,896 1,157,774 96,598 5,189,268 Other commercial loans Outstanding with fixed interest rates $ 1,194,198 $ 439,166 $ 65,060 $ 1,698,424 Outstanding with adjustable interest rates 549,042 224,837 32,776 806,655 Total other commercial 1,743,240 664,003 97,836 2,505,079 Residential real estate Outstanding with fixed interest rates $ 376,887 $ 202,761 $ 2,117,865 $ 2,697,513 Outstanding with adjustable interest rates 240,976 314,063 2,106,189 2,661,228 Total residential real estate 617,863 516,824 4,224,054 5,358,741 Construction Outstanding with fixed interest rates $ 459,839 $ 18,611 $ 64,479 $ 542,929 Outstanding with adjustable interest rates 1,737,513 75,460 9,820 1,822,793 Total construction 2,197,352 94,071 74,299 2,365,722 Consumer: Bankcard Outstanding with fixed interest rates $ 780 $ 0 $ 0 $ 780 Outstanding with adjustable interest rates 7,882 230 0 8,112 Total bankcard 8,662 230 0 8,892 Other consumer Outstanding with fixed interest rates $ 615,729 $ 136,049 $ 978 $ 752,756 Outstanding with adjustable interest rates 178 6 0 184 Total other consumer 615,907 136,055 978 752,940 Total outstanding with fixed interest rates $ 6,441,979 $ 1,529,388 $ 2,271,550 $ 10,242,917 Total outstanding with adjustable rates $ 3,497,034 $ 1,643,590 $ 2,250,272 $ 7,390,896 Total $ 9,939,013 $ 3,172,978 $ 4,521,822 $ 17,633,813 40 More information relating to loans is presented in Note D, Notes to Consolidated Financial Statements.
Biggest changeThe following table summarizes the changes in the major loan classes since year-end 2024: (Dollars in thousands) December 31 2025 December 31 2024 $ Change % Change Loans held for sale $ 31,277 $ 44,360 $ (13,083 ) (29.49 %) Commercial, financial, and agricultural: Owner-occupied commercial real estate $ 2,145,921 $ 1,590,002 $ 555,919 34.96 % Nonowner-occupied commercial real estate 8,343,520 6,939,641 1,403,879 20.23 % Other commercial loans 3,784,833 3,351,362 433,471 12.93 % Total commercial, financial, and agricultural $ 14,274,274 $ 11,881,005 $ 2,393,269 20.14 % Residential real estate 6,098,262 5,507,384 590,878 10.73 % Construction & land development 3,570,902 3,509,034 61,868 1.76 % Consumer: Bankcard 9,686 9,998 (312 ) (3.12 %) Other consumer 767,496 773,077 (5,581 ) (0.72 %) Total gross loans $ 24,720,620 $ 21,680,498 $ 3,040,122 14.02 % Less: Unearned income (11,498 ) (7,005 ) (4,493 ) 64.14 % Total Loans, net of unearned income $ 24,709,122 $ 21,673,493 $ 3,035,629 14.01 % 41 The following table shows the amount of loans acquired and outstanding by major loan classes as of December 31, 2025 and 2024: December 31, 2025 December 31, 2024 (In thousands) Originated Acquired Total Originated Acquired Total Commercial, financial, and agricultural: Owner-occupied commercial real estate $ 1,239,957 $ 905,964 $ 2,145,921 $ 1,065,162 $ 524,839 $ 1,590,002 Nonowner-occupied commercial real estate 6,645,458 1,698,062 8,343,520 5,562,050 1,377,591 6,939,641 Other commercial loans 3,475,646 309,187 3,784,833 3,192,036 159,326 3,351,362 Total commercial, financial, and agricultural $ 11,361,061 $ 2,913,213 $ 14,274,274 $ 9,819,249 $ 2,061,756 $ 11,881,005 Residential real estate 5,493,461 604,801 6,098,262 5,062,380 445,004 5,507,384 Construction & land development 3,048,518 522,384 3,570,902 3,401,820 107,214 3,509,034 Consumer: Bankcard 9,686 0 9,686 9,998 0 9,998 Other consumer 764,496 3,000 767,496 769,110 3,967 773,077 Total Loans and leases $ 20,677,222 $ 4,043,398 $ 24,720,620 $ 19,062,556 $ 2,617,942 $ 21,680,498 The following table shows the maturity of loans and leases, outstanding as of December 31, 2025: (In thousands) Less Than One Year One To Five Years Five to Fifteen Years Greater than Fifteen Years Total Commercial, financial and agricultural: Owner-occupied commercial real estate $ 292,162 $ 1,195,204 $ 624,096 $ 34,459 $ 2,145,921 Nonowner-occupied commercial real estate 2,507,890 4,492,184 1,217,307 126,139 8,343,520 Other commercial loans 1,295,535 1,651,681 756,617 81,000 3,784,833 Total commercial, financial, and agricultural $ 4,095,587 $ 7,339,069 $ 2,598,020 $ 241,598 $ 14,274,274 Residential real estate 441,282 697,303 517,726 4,441,951 6,098,262 Construction & land development 1,508,192 1,900,527 107,033 55,150 3,570,902 Consumer: Bankcard 3,128 6,558 0 0 9,686 Other consumer 16,674 459,866 290,192 764 767,496 Total Loans and leases $ 6,064,863 $ 10,403,323 $ 3,512,971 $ 4,739,463 $ 24,720,620 At December 31, 2025, for loans and leases due after one year, interest rate information is as follows: (In thousands) One To Five Years Five to Fifteen Years Greater than Fifteen Years Total Commercial, financial and agricultural: Owner-occupied commercial real estate Outstanding with fixed interest rates $ 933,597 $ 219,299 $ 338 $ 1,153,234 Outstanding with adjustable interest rates 261,607 404,797 34,121 700,525 Total owner-occupied 1,195,204 624,096 34,459 1,853,759 Nonowner-occupied commercial real estate Outstanding with fixed interest rates $ 3,317,777 $ 584,798 $ 12,262 $ 3,914,837 Outstanding with adjustable interest rates 1,174,407 632,509 113,877 1,920,793 Total non-owner occupied 4,492,184 1,217,307 126,139 5,835,630 Other commercial loans Outstanding with fixed interest rates $ 1,083,902 $ 541,551 $ 52,309 $ 1,677,762 Outstanding with adjustable interest rates 567,779 215,066 28,691 811,536 Total other commercial 1,651,681 756,617 81,000 2,489,298 Residential real estate Outstanding with fixed interest rates $ 408,975 $ 192,444 $ 2,079,133 $ 2,680,552 Outstanding with adjustable interest rates 288,328 325,282 2,362,818 2,976,428 Total residential real estate 697,303 517,726 4,441,951 5,656,980 42 (In thousands) One To Five Years Five to Fifteen Years Greater than Fifteen Years Total Construction Outstanding with fixed interest rates $ 226,809 $ 7,566 $ 42,020 $ 276,395 Outstanding with adjustable interest rates 1,673,718 99,467 13,130 1,786,315 Total construction 1,900,527 107,033 55,150 2,062,710 Consumer: Bankcard Outstanding with fixed interest rates $ 382 $ 0 $ 0 $ 382 Outstanding with adjustable interest rates 6,176 0 0 6,176 Total bankcard 6,558 0 0 6,558 Other consumer Outstanding with fixed interest rates $ 459,621 $ 290,186 $ 764 $ 750,571 Outstanding with adjustable interest rates 245 6 0 251 Total other consumer 459,866 290,192 764 750,822 Total outstanding with fixed interest rates $ 6,431,063 $ 1,835,844 $ 2,186,826 $ 10,453,733 Total outstanding with adjustable rates $ 3,972,260 $ 1,677,127 $ 2,552,637 $ 8,202,024 Total $ 10,403,323 $ 3,512,971 $ 4,739,463 $ 18,655,757 More information relating to loans is presented in Note D, Notes to Consolidated Financial Statements.
In determining the components of the allowance for loan and lease losses, management considers the risk arising in part from, but not limited to, qualitative factors which include charge-off and delinquency trends, current business conditions and reasonable and supportable economic forecasts, lending policies and procedures, the size and risk characteristics of the loan portfolio, concentrations of credit, and other various 35 factors.
In determining the components of the allowance for loan and lease losses, management considers the risk arising in part from, but not limited to, qualitative factors which include charge-off and delinquency trends, current business conditions and reasonable and supportable economic forecasts, lending policies and procedures, the size and risk characteristics of the loan portfolio, concentrations of credit, and other various factors.
Management is not aware of any potential problem loans or leases, trends or uncertainties, which it reasonably expects, will materially impact future operating results, liquidity, or capital resources which have not been disclosed. Other Income Other income consists of all revenues, which are not included in interest and fee income related to earning assets.
Management is not aware of any potential problem loans or leases, trends or uncertainties, that it reasonably expects, will materially impact future operating results, liquidity, or capital resources that have not been disclosed. Other Income Other income consists of all revenues, which are not included in interest and fee income related to earning assets.
United uses this measure to monitor net interest income performance and to manage its balance sheet composition. 34 Average tangible equity is calculated as GAAP total shareholders’ equity minus total intangible assets. Tangible equity can thus be considered a more conservative valuation of the company. When considering net income, a return on average tangible equity can be calculated.
United uses this measure to monitor net interest income performance and to manage its balance sheet composition. Average tangible equity is calculated as GAAP total shareholders’ equity minus total intangible assets. Tangible equity can thus be considered a more conservative valuation of the company. When considering net income, a return on average tangible equity can be calculated.
United does not believe that any changes in the unobservable inputs used to value the financial instruments mentioned above would have a material impact on United’s results of operations, liquidity, or capital resources. See Note W for additional information regarding ASC Topic 820 and its impact on United’s financial statements.
United does not believe that any changes in the unobservable inputs used to value the financial instruments mentioned above would have a material impact on United’s results of operations, liquidity, or capital resources. See Note V for additional information regarding ASC Topic 820 and its impact on United’s financial statements.
See Notes L and M to the accompanying unaudited Notes to Consolidated Financial Statements for more details regarding the amounts available to United under lines of credit. The Asset Liability Committee monitors liquidity to ascertain that a liquidity position within certain prescribed parameters is maintained. No changes are anticipated in the policies of United’s Asset Liability Committee.
See Notes K and L to the accompanying unaudited Notes to Consolidated Financial Statements for more details regarding the amounts available to United under lines of credit. The Asset Liability Committee monitors liquidity to ascertain that a liquidity position within certain prescribed parameters is maintained. No changes are anticipated in the policies of United’s Asset Liability Committee.
It is the opinion of management that these commercial loans do not pose any unusual risks and that adequate consideration has been given to these loans in establishing the allowance for credit losses. The provision for credit losses related to held to maturity securities for the year of 2024 and 2023 was immaterial.
It is the opinion of management that these commercial loans do not pose any unusual risks and that adequate consideration has been given to these loans in establishing the allowance for credit losses. The provision for credit losses related to held to maturity securities for the year of 2025 and 2024 was immaterial.
Derivative contracts are carried at fair value and not notional value on the consolidated balance sheet and therefore do not represent the amounts that may ultimately be paid under these contracts. Further discussion of derivative instruments is included in Note S, Notes to Consolidated Financial Statements.
Derivative contracts are carried at fair value and not at notional value on the consolidated balance sheet and therefore do not represent the amounts that may ultimately be paid under these contracts. Further discussion of derivative instruments is included in Note R, Notes to Consolidated Financial Statements.
In the normal course of business, United through its Asset Liability Committee evaluates these as well as other alternative funding strategies that may be utilized to meet short-term and long-term funding needs. See Notes L and M, Notes to Consolidated Financial Statements.
In the normal course of business, United through its Asset Liability Committee evaluates these as well as other alternative funding strategies that may be utilized to meet short-term and long-term funding needs. See Notes K and L, Notes to Consolidated Financial Statements.
The interest income and yields on federally nontaxable loans and investment securities are presented on a tax-equivalent basis using the statutory federal income tax rate of 21% for the years ended December 31, 2024, 2023, and 2022. Interest income on all loans and investment securities was subject to state taxes.
The interest income and yields on federally nontaxable loans and investment securities are presented on a tax-equivalent basis using the statutory federal income tax rate of 21% for the years ended December 31, 2025, 2024, and 2023. Interest income on all loans and investment securities was subject to state taxes.
United has the intent and the ability to hold these securities until such time as the value recovers or the securities mature. As of December 31, 2024, there was no allowance for credit losses related to the Company’s available for sale securities.
United has the intent and the ability to hold these securities until such time as the value recovers or the securities mature. As of December 31, 2025, there was no allowance for credit losses related to the Company’s available for sale securities.
Further discussion of commitments is included in Note R, Notes to Consolidated Financial Statements. United anticipates it can meet its obligations over the next 12 months and has no material commitments for capital expenditures.
Further discussion of commitments is included in Note Q, Notes to Consolidated Financial Statements. United anticipates it can meet its obligations over the next 12 months and has no material commitments for capital expenditures.
Management has evaluated all significant events and transactions that occurred after December 31, 2024, but prior to the date these financial statements were issued, for potential recognition or disclosure required in these financial statements.
Management has evaluated all significant events and transactions that occurred after December 31, 2025, but prior to the date these financial statements were issued, for potential recognition or disclosure required in these financial statements.
Net interest income is impacted by changes in the volume and mix of interest-earning assets and interest-bearing liabilities, as well as changes in market interest rates. Such changes, and their impact on net interest income in 2024 and 2023, are presented below.
Net interest income is impacted by changes in the volume and mix of interest-earning assets and interest-bearing liabilities, as well as changes in market interest rates. Such changes, and their impact on net interest income in 2025 and 2024, are presented below.
INTRODUCTION The following discussion and analysis presents the more significant changes in financial condition as of December 31, 2024 and 2023 and the results of operations of United and its subsidiaries for each of the years then ended.
INTRODUCTION The following discussion and analysis presents the more significant changes in financial condition as of December 31, 2025 and 2024 and the results of operations of United and its subsidiaries for each of the years then ended.
These changes can be material to the Company’s operating results for any particular reporting period. The analysis of the income tax provision requires the assessments of the relative risks and merits of the appropriate tax treatment of transactions, filing positions, filing methods and taxable income calculations after considering statutes, regulations, judicial precedent and other information.
These changes can be material to the Company’s operating results for any particular reporting period. The analysis of the income tax provision requires an assessment of the relative risks and merits of the appropriate tax treatment of transactions, filing positions, filing methods and taxable income calculations after considering statutes, regulations, judicial precedent and other information.
The potential impact to United’s operating results for any of the changes cannot be reasonably estimated. See Note O, Notes to Consolidated Financial Statements for information regarding United’s ASC Topic 740 disclosures.
The potential impact to United’s operating results for any of the changes cannot be reasonably estimated. See Note N, Notes to Consolidated Financial Statements for information regarding United’s ASC Topic 740 disclosures.
United did not have any borrowings from the FRB’s Discount Window, or its Bank Term Funding Program, during the year of 2024. 56 United enters into derivative contracts, mainly to protect against adverse interest rate movements on the value of certain assets or liabilities, under which it is required to either pay cash to or receive cash from counterparties depending on changes in interest rates.
United did not have any borrowings from the FRB’s Discount Window, or its Bank Term Funding Program, during the year of 2025. 59 United enters into derivative contracts, mainly to protect against adverse interest rate movements on the value of certain assets or liabilities, under which it is required to either pay cash to or receive cash from counterparties depending on changes in interest rates.
United has various unused lines of credit available from certain of its correspondent banks in the aggregate amount of $280 million, all of which was available at December 31, 2024.
United has various unused lines of credit available from certain of its correspondent banks in the aggregate amount of $280 million, all of which was available at December 31, 2025.
If United assumes a 1% increase or decrease in the expected long-term rate of return on plan assets while keeping all other assumptions constant, the benefit cost associated with the pension plan would decrease by and increase by approximately $1.69 million and $1.71 million, respectively.
If United assumes a 1% increase or decrease in the expected long-term rate of return on plan assets while keeping all other assumptions constant, the benefit cost associated with the pension plan would decrease by and increase by approximately $1.80 million and $1.80 million, respectively.
United uses certain valuation methodologies to measure the fair value of the assets within United’s pension plan which are presented in Note P, Notes to Consolidated Financial Statements. The funded status of United’s pension plan is based upon the fair value of the plan assets compared to the projected benefit obligation.
United uses certain valuation methodologies to measure the fair value of the assets within United’s pension plan which are presented in Note O, Notes to Consolidated Financial Statements. The funded status of United’s pension plan is based upon the fair value of the plan assets compared to the 55 projected benefit obligation.
There was no provision for credit losses recorded on available for sale investment securities for the year of 2024 and 2023 and no allowance for credit losses on available for sale investment securities as of December 31, 2024 and 2023.
There was no provision for credit losses recorded on available for sale investment securities for the year of 2025 and 2024 and no allowance for credit losses on available for sale investment securities as of December 31, 2025 and 2024.
United’s effective tax rate was approximately 19.7% and 21.0% for years ended December 31, 2024 and 2023, respectively, as compared to 20.2% for 2022. Net Interest Income Net interest income represents the primary component of United’s earnings. It is the difference between interest income from earning assets and interest expense incurred to fund these assets.
United’s effective tax rate was approximately 20.4% and 19.7% for years ended December 31, 2025 and 2024, respectively, as compared to 21.0% for 2023. Net Interest Income Net interest income represents the primary component of United’s earnings. It is the difference between interest income from earning assets and interest expense incurred to fund these assets.
All interest income on loans and investment securities was subject to state income taxes. 45 The following table shows the consolidated daily average balance of major categories of assets and liabilities for each of the three years ended December 31, 2024, 2023, and 2022 with the consolidated interest and rate earned or paid on such amount.
All interest income on loans and investment securities was subject to state income taxes. 48 The following table shows the consolidated daily average balance of major categories of assets and liabilities for each of the three years ended December 31, 2025, 2024, and 2023 with the consolidated interest and rate earned or paid on such amount.
United also has a $20 million unsecured, revolving line of credit with an unrelated financial institution to provide for general liquidity needs, all of which were available at December 31, 2024. At December 31, 2024, United’s borrowing capacity for the FRB Discount Window was $4.83 billion.
United also has a $20 million unsecured, revolving line of credit with an unrelated financial institution to provide for general liquidity needs, all of which were available at December 31, 2025. At December 31, 2025, United’s borrowing capacity for the FRB Discount Window was $4.66 billion.
Most of these financial instruments valued using unobservable market information were loans held for sale. At December 31, 2024, only $20 thousand or less than 1% of total liabilities were recorded at fair value. This entire amount was valued using methodologies involving unobservable market data.
Most of these financial instruments valued using unobservable market information were loans held for sale. At December 31, 2025, only $70 thousand or less than 1% of total liabilities were recorded at fair value. This entire amount was valued using methodologies involving unobservable market data.
Refer to Management’s Discussion and Analysis of Financial Condition and Results of Operations included in our Annual Report on Form 10-K filed with the SEC on February 29, 2024 (the 2023 Form 10-K ) for a discussion and analysis of the more significant factors that affected periods prior to 2024.
Refer to Management’s Discussion and Analysis of Financial Condition and Results of Operations included in our Annual Report on Form 10-K filed with the SEC on February 28, 2025 (the 2024 Form 10-K ) for a discussion and analysis of the more significant factors that affected periods prior to 2025.
If United assumes a 1% increase or decrease in the estimation of future employee compensation levels while keeping all other assumptions constant, the benefit cost associated with the pension plan would increase by approximately $599 thousand and decrease by approximately $578 thousand, respectively.
If United assumes a 1% increase or decrease in the estimation of future employee compensation levels while keeping all other assumptions constant, the benefit cost associated with the pension plan would increase by approximately $576 thousand and decrease by approximately $289 thousand, respectively.
Year Ended December 31, 2024 Year Ended December 31, 2023 Year Ended December 31, 2022 (Dollars in thousands) Average Balance Interest (1) Avg. Rate (1) Average Balance Interest (1) Avg. Rate (1) Average Balance Interest (1) Avg.
Year Ended December 31, 2025 Year Ended December 31, 2024 Year Ended December 31, 2023 (Dollars in thousands) Average Balance Interest (1) Avg. Rate (1) Average Balance Interest (1) Avg. Rate (1) Average Balance Interest (1) Avg.
Other sources of liquidity available to United to provide long-term as well as short-term funding alternatives, in addition to FHLB advances, are long-term certificates of deposit, lines of credit, borrowings that are secured by bank premises or stock of United’s subsidiaries and issuances of trust preferred securities.
Other sources of liquidity available to United to provide long-term as well as short-term funding alternatives, in addition to FHLB advances, are long-term certificates of deposit, lines of credit, borrowings that are secured by bank premises or stock of United’s subsidiaries.
If United assumes a 1% increase or decrease in the discount rate while keeping all other assumptions constant, the benefit cost associated with the pension plan would decrease by approximately $2.13 million and increase by approximately $2.58 million, respectively.
If United assumes a 1% increase or decrease in the discount rate while keeping all other assumptions constant, the benefit cost associated with the pension plan would increase by approximately $59 thousand and increase by approximately $2.34 million, respectively.
(2) Nonaccruing loans and loans held for sale are included in the daily average loan amounts outstanding. Provision for Credit Losses United’s provision for credit losses was $ 25.15 million for the year of 2024 while the provision for credit losses was $31.15 million for the year of 2023.
(2) Nonaccruing loans and loans held for sale are included in the daily average loan amounts outstanding. Provision for Credit Losses United’s provision for credit losses was $53.87 million for the year of 2025 while the provision for credit losses was $25.15 million for the year of 2024.
The unemployment rate forecast also shifted slightly in the fourth quarter from a projection of 4.40% for 2025 as of mid-September 2024 to 4.30% for 2025 as of mid-December with a projection of 4.30% for 2026. Ø Greater risk of loss in the office portfolio due to continued hybrid and remote work that may be exacerbated by future economic conditions. Ø Reversion to historical loss data occurs via a straight-line method during the year following the one-year reasonable and supportable forecast period.
The unemployment rate forecast remained consistent in the fourth quarter with a projection of 4.40% for 2026 as of mid-September 2025 and as of mid-December with a projection of 4.20% for 2027. Ø Greater risk of loss in the office portfolio due to continued hybrid and remote work that may be exacerbated by future economic conditions. Ø Reversion to historical loss data occurs via a straight-line method during the year following the one-year reasonable and supportable forecast period.
At December 31, 2024, the allowance for loan and lease losses was $271.84 million and is subject to periodic adjustment based on management’s assessment of expected credit losses in the loan portfolio. Such adjustment from period to period can have a significant impact on United’s consolidated financial statements.
At December 31, 2025, the allowance for loan and lease losses was $297.52 million and is subject to periodic adjustment based on management’s assessment of expected credit losses in the loan portfolio. Such 37 adjustment from period to period can have a significant impact on United’s consolidated financial statements.
The allowance for credit losses related to held to maturity securities was $18 thousand as of December 31, 2024 as compared to $17 thousand as of December 31, 2023.
The allowance for credit losses related to held to maturity securities was $16 thousand as of December 31, 2025 as compared to $18 thousand as of December 31, 2024.
United’s capital position is financially sound. United seeks to maintain a proper relationship between capital and total assets to support growth and sustain earnings. United has historically generated attractive returns on shareholders’ equity. United is well-capitalized based upon regulatory guidelines.
United’s capital position is financially sound. United seeks to maintain a proper relationship between capital and total assets to support growth and sustain earnings. United has historically generated attractive returns on shareholders’ equity. United is well-capitalized within the meaning of applicable regulatory guidelines.
The net effect of the cash flow activities was an increase in cash and cash equivalents of $693.30 million for the year of 2024 as compared to increase in cash and cash equivalents of $422.29 million for the year of 2023. See the Consolidated Statement of Cash Flows in the Consolidated Financial Statements.
The net effect of the cash flow activities was an increase in cash and cash equivalents of $250.01 million for the year of 2025 as compared to increase in cash and cash equivalents of $693.30 million for the year of 2024. See the Consolidated Statement of Cash Flows in the Consolidated Financial Statements.
The combined allowance for loan and lease losses and reserve for lending-related commitments is considered the allowance for credit losses. At December 31, 2024, the allowance for credit losses was $306.76 million as compared to $303.94 million at December 31, 2023.
The combined allowance for loan and lease losses and reserve for lending-related commitments is considered the allowance for credit losses. At December 31, 2025, the allowance for credit losses was $332.59 million as compared to $306.76 million at December 31, 2024.
As of December 31, 2024, United’s available for sale state and political subdivisions securities had an amortized cost of $574.58 million, with an estimated fair value of $495.07 million. The portfolio relates to securities issued by various municipalities located throughout the United States, and no securities within the portfolio were rated below investment grade as of December 31, 2024.
As of December 31, 2025, United’s available for sale state and political subdivisions securities had an amortized cost of $572.22 million, with an estimated fair value of $516.93 million. The portfolio relates to securities issued by various municipalities located throughout the United States, and no securities within the portfolio were rated below investment grade as of December 31, 2025.
Year Ended (Dollars in thousands) December 31 2024 December 31 2023 December 31 2022 Net interest income (GAAP) $ 911,068 $ 919,924 $ 896,431 Tax-equivalent adjustment (non-GAAP) (1) 3,362 4,014 4,467 Tax-equivalent net interest income (non-GAAP) $ 914,430 $ 923,938 $ 900,898 (1) The tax-equivalent adjustment combines amounts of interest income on federally nontaxable loans and investment securities using the statutory federal income tax rate of 21% for 2024, 2023, and 2022.
Year Ended (Dollars in thousands) December 31 2025 December 31 2024 December 31 2023 Net interest income (GAAP) $ 1,102,164 $ 911,068 $ 919,924 Tax-equivalent adjustment (non-GAAP) (1) 3,150 3,362 4,014 Tax-equivalent net interest income (non-GAAP) $ 1,105,314 $ 914,430 $ 923,938 (1) The tax-equivalent adjustment combines amounts of interest income on federally nontaxable loans and investment securities using the statutory federal income tax rate of 21% for 2025, 2024, and 2023.
(2) net of allowance for credit losses of $17 thousand. At December 31, 2024, gross unrealized losses on available for sale securities were $323.94 million. Securities with the most significant gross unrealized losses at December 31, 2024 consisted primarily of agency residential mortgage-backed securities, state and political subdivision securities, agency commercial mortgage-backed securities and other corporate securities.
(2) net of allowance for credit losses of $18 thousand. At December 31, 2025, gross unrealized losses on available for sale securities were $216.64 million. Securities with the most significant gross unrealized losses at December 31, 2025 consisted primarily of agency residential mortgage-backed securities, state and political subdivision securities, agency commercial mortgage-backed securities and corporate securities.
As a percentage of loans and leases, net of unearned income, the allowance for loan losses was 1.25% at December 31, 2024 and 1.21% at December 31, 2023. The ratio of the allowance for loan and lease losses to nonperforming loans and leases or coverage ratio was 370.36% and 569.78% at December 31, 2024 and December 31, 2023, respectively.
As a percentage of loans and leases, net of unearned income, the allowance for loan losses was 1.20% at December 31, 2025 and 1.25% at December 31, 2024. The ratio of the allowance for loan and lease losses to nonperforming loans and leases or coverage ratio was 293.22% and 370.36% at December 31, 2025 and December 31, 2024, respectively.
For the year of 2024, postretirement expense, which includes expense associated with United’s pension plan, non-qualified deferred compensation plan, supplemental early retirement plans (“SERPs”) and Savings and Stock Investment Plan (“401K plan”), increased $5.58 million from the year of 2023.
For the year of 2025, postretirement expense, which includes expense associated with United’s pension plan, non-qualified deferred compensation plan, supplemental early retirement plans (“SERPs”) and Savings and Stock Investment Plan (“401K plan”), decreased $6.24 million from the year of 2024.
To illustrate the potential effect on the financial statements of our estimates of the allowance for loan and lease losses, a 10% increase in the allowance for loan and lease losses would have required $27.18 million in additional allowance (funded by additional provision for loan and lease losses), which would have negatively impacted the year of 2024 net income by approximately $21.48 million, after-tax or $0.16 diluted earnings per common share.
To illustrate the potential effect on the financial statements of our estimates of the allowance for loan and lease losses, a 10% increase in the allowance for loan and lease losses would have required $29.75 million in additional allowance (funded by additional provision for loan and lease losses), which would have negatively impacted the year of 2025 net income by approximately $23.50 million, after-tax, or $0.17 diluted earnings per common share.
As of December 31, 2024, United’s available for sale mortgage-backed securities had an amortized cost of $1.69 billion, with an estimated fair value of $1.47 billion.
As of December 31, 2025, United’s available for sale mortgage-backed securities had an amortized cost of $1.93 billion, with an estimated fair value of $1.79 billion.
In comparison to the prior year-end, this element of the allowance decreased $1.94 million due to liquidation of collateral securing a commercial relationship which has reduced the balance outstanding for the relationship as well as the loss potential requiring individually assessed reserves.
In comparison to the prior year-end, this element of the allowance decreased $3.17 million due to the liquidation of collateral securing several commercial relationships which reduced the balance outstanding for the relationships as well as the loss potential requiring individually assessed reserves.
United’s return on average assets for the year of 2024 was 1.26% and the return on average shareholders’ equity was 7.61% as compared to 1.25% and 7.87% for the year of 2023. For the year of 2024, United’s return on average tangible equity, a non-GAAP measure, was 12.43%, as compared to 13.33% for the year of 2023.
United’s return on average assets for the year of 2025 was 1.41% and the return on average shareholders’ equity was 8.63% as compared to 1.26% and 7.61% for the year of 2024. For the year of 2025, United’s return on average tangible equity, a non-GAAP measure, was 13.95%, as compared to 12.43% for the year of 2024.
Although this is a non-GAAP measure, United’s management believes this measure is more widely used within the financial services industry and provides better comparability of net interest income arising from taxable and tax-exempt sources.
Although this is a non-GAAP measure, United’s management believes this measure is more widely used within the financial services industry and provides better comparability of net interest income arising from taxable and tax-exempt sources. United uses this measure to monitor net interest income performance and to manage its balance sheet composition.
At December 31, 2024, the allowance for loan and lease losses was $271.84 million as compared to $259.24 million at December 31, 2023.
At December 31, 2025, the allowance for loan and lease losses was $297.52 million as compared to $271.84 million at December 31, 2024.
Assumptions for the economic variables were the following: Ø The forecast for real GDP shifted slightly in the fourth quarter, from a projection of 2.00% for 2025 as of mid-September 2024 to 2.10% for 2025 as of mid-December with a projection of 2.00% for 2026.
Assumptions for the economic variables were the following: Ø The forecast for real GDP improved in the fourth quarter, from a projection of 1.80% for 2026 as of mid-September 2025 to 2.30% for 2026 as of mid-December with a projection of 2.00% for 2027.
Total cash dividends declared to common shareholders were $200.89 million for the year of 2024 as compared to $196.12 million for the year of 2023. The year 2024 was the fifty-first consecutive year of dividend increases to United shareholders.
Total cash dividends declared to common shareholders were $212.00 million for the year of 2025 as compared to $200.89 million for the year of 2024. The year 2025 was the fifty-second consecutive year of dividend increases to United shareholders.
Of this total, approximately 97.91% or $3.01 billion of these financial instruments used valuation methodologies involving observable market data, collectively Level 1 and Level 2 measurements, to determine fair value. Approximately 2.09% or $64.04 million of these financial instruments were valued using unobservable market information or Level 3 measurements.
Of this total, approximately 98.95% or $3.15 billion of these financial instruments used valuation methodologies involving observable market data, collectively Level 1 and Level 2 measurements, to determine fair value. Approximately 1.05% or $33.37 million of these financial instruments were valued using unobservable market information or Level 3 measurements.
Net income for the fourth quarter of 2024 was $94.41 million or $0.69 per diluted share as compared to earnings of $79.39 million or $0.59 per diluted share for the fourth quarter of 2023.
Net income for the fourth quarter of 2025 was $128.83 million or $0.91 per diluted share as compared to earnings of $94.41 million or $0.69 per diluted share for the fourth quarter of 2024.
The change in the balance at the FRB was mostly the result of net sales, maturities, and paydowns in the available for sale debt securities portfolio of $867.21 million and an increase in deposits of $1.14 billion partially offset by loan growth of $318.05 million and the net repayment of $1.25 billion in FHLB advances.
The change in the balance at the FRB was mostly the result of net sales, maturities, and paydowns in the available for sale debt securities portfolio of $118.03 million and an increase in deposits of $993.74 million, partially offset by loan growth of $1.04 billion and the net repayment of $10.00 million in FHLB advances.
Year Ended (Dollars in thousands) December 31 2024 December 31 2023 December 31 2022 Loan accretion $ 9,264 $ 11,548 $ 18,315 Certificates of deposit 320 1,119 2,765 Long-term borrowings (1,318 ) (1,353 ) (262 ) Total $ 8,266 $ 11,314 $ 20,818 The following table reconciles the difference between net interest income and tax-equivalent net interest income for the year ended December 31, 2024, 2023 and 2022.
Year Ended (Dollars in thousands) December 31 2025 December 31 2024 December 31 2023 Loan accretion $ 33,697 $ 9,264 $ 11,548 Certificates of deposit 474 320 1,119 Long-term borrowings (1,396 ) (1,318 ) (1,353 ) Total $ 32,775 $ 8,266 $ 11,314 47 The following table reconciles the difference between net interest income and tax-equivalent net interest income for the year ended December 31, 2025, 2024 and 2023.
Regulatory policies and economic conditions have had a significant effect on the operating results of financial institutions in the past and are expected to continue to do so in the future; however, United cannot accurately predict the nature, timing or extent of any effect such policies or economic conditions may have on its future business and earnings. 55 Liquidity and Capital Resources In the opinion of management, United maintains liquidity that is sufficient to satisfy its depositors’ requirements and the credit needs of its customers.
Regulatory policies and economic conditions have had a significant effect on the operating results of financial institutions in the past and are expected to continue to do so in the future; however, United cannot accurately predict the nature, timing or extent of any effect such policies or economic conditions may have on its future business and earnings.
Under SEC Regulation G, public companies making disclosures containing financial measures that are not in accordance with GAAP must also disclose, along with each “non-GAAP” financial measure, certain additional information, including a reconciliation of the non-GAAP financial measure to the closest comparable GAAP financial measure, as well as a statement of the company’s reasons for utilizing the non-GAAP financial measure.
Under SEC Regulation G, public companies making disclosures containing financial measures that are not in accordance with GAAP must also disclose, along with each “non-GAAP” financial measure, certain additional information, including a reconciliation of the non-GAAP financial measure to the closest comparable GAAP financial measure, as well as a statement of the company’s reasons for utilizing the non-GAAP financial measure. 36 Generally, United has presented a non-GAAP financial measure because it believes that this measure provides meaningful additional information to assist in the evaluation of United’s results of operations or financial position.
At December 31, 2024, United had an unused borrowing amount at the FHLB of approximately $8.14 billion subject to delivery of collateral after certain trigger points and $4.24 billion without the delivery of additional collateral.
At December 31, 2025, United had an unused borrowing amount at the FHLB of approximately $9.19 billion subject to delivery of collateral after certain trigger points and $5.02 billion without the delivery of additional collateral.
Any material effect on the financial statements related to these critical accounting areas is further discussed in this Management’s Discussion and Analysis of Financial Condition and Results of Operations. 36 2024 COMPARED TO 2023 United’s total assets as of December 31, 2024 were $30.02 billion, which was an increase of $97.06 million or less than 1% from December 31, 2023.
Any material effect on the financial statements related to these critical accounting areas is further discussed in this Management’s Discussion and Analysis of Financial Condition and Results of Operations. 2025 COMPARED TO 2024 United’s total assets as of December 31, 2025 were $33.66 billion, which was an increase of $3.64 billion or 12.11% from December 31, 2024.
The year of 2024 qualitative adjustments include analyses of the following: • Current conditions – United considered the impact of changes in economic and business conditions; collateral values for dependent loans; past due, nonaccrual and adversely classified loans and leases; and concentrations of credit. 49 • Reasonable and supportable forecasts – The forecast is determined on a portfolio-by-portfolio basis by relating the correlation of real GDP and the unemployment rate to loss rates to forecasts of those variables.
If current conditions underlying any qualitative adjustment factor were deemed to be materially different than historical conditions, an adjustment was made for that factor. 52 The year of 2025 qualitative adjustments include analyses of the following: • Current conditions – United considered the impact of changes in economic and business conditions; collateral values for dependent loans; past due, nonaccrual and adversely classified loans and leases; external environment; and concentrations of credit. • Reasonable and supportable forecasts – The forecast is determined on a portfolio-by-portfolio basis by relating the correlation of real GDP and the unemployment rate to loss rates to forecasts of those variables.
The average daily amount of deposits and rates paid on such deposits is summarized for the years ended December 31: 2024 2023 2022 Amount Interest Expense Rate Amount Interest Expense Rate Amount (1) Interest Expense Rate (Dollars in thousands) Noninterest-bearing $ 5,994,009 $ 0 0.00 % $ 6,475,051 $ 0 0.00 % $ 7,580,624 $ 0 0.00 % Interest-bearing transaction and money market 12,465,140 397,968 3.19 % 11,397,302 299,306 2.63 % 11,540,192 67,240 0.58 % Regular savings 1,313,047 2,833 0.22 % 1,520,201 3,128 0.21 % 1,744,841 2,427 0.14 % Time deposits 3,393,099 139,004 4.10 % 2,865,258 88,660 3.09 % 2,181,353 10,570 0.48 % TOTAL $ 23,165,295 $ 539,805 2.33 % $ 22,257,812 $ 391,094 1.76 % $ 23,047,010 $ 80,237 0.35 % More information relating to deposits is presented in Note K, Notes to Consolidated Financial Statements.
The average daily amount of deposits and rates paid on such deposits is summarized for the years ended December 31: 2025 2024 2023 Amount Interest Expense Rate Amount Interest Expense Rate Amount (1) Interest Expense Rate (Dollars in thousands) Noninterest-bearing $ 6,585,797 $ 0 0.00 % $ 5,994,009 $ 0 0.00 % $ 6,475,051 $ 0 0.00 % Interest-bearing transaction and money market 14,004,866 377,654 2.70 % 12,465,140 397,968 3.19 % 11,397,302 299,306 2.63 % Regular savings 1,302,871 2,480 0.19 % 1,313,047 2,833 0.22 % 1,520,201 3,128 0.21 % Time deposits 4,548,872 174,357 3.83 % 3,393,099 139,004 4.10 % 2,865,258 88,660 3.09 % TOTAL $ 26,442,406 $ 554,491 2.10 % $ 23,165,295 $ 539,805 2.33 % $ 22,257,812 $ 391,094 1.76 % 44 More information relating to deposits is presented in Note J, Notes to Consolidated Financial Statements.
Noninterest income has been and will continue to be an important factor for improving United’s profitability. Recognizing the importance, management continues to evaluate areas where noninterest income can be enhanced. Noninterest income for the year of 2024 was $123.70 million, which was a decrease of $11.56 million or 8.55% from the year of 2023.
Noninterest income has been and will continue to be an important factor for improving United’s profitability. Recognizing the importance, management continues to evaluate areas where noninterest income can be enhanced. Noninterest income for the year of 2025 was $135.15 million, which was an increase of $11.46 million or 9.26% from the year of 2024.
Mortgage loan sales were $657.84 million in the year of 2024 as compared to $861.52 million in the year of 2023. Mortgage loans originated for sale were $645.94 million for the year of 2024 as compared to $860.90 million for the year of 2023.
Mortgage loan sales were $383.94 million in the year of 2025 as compared to $657.84 million in the year of 2024. Mortgage loans originated for sale were $370.86 million for the year of 2025 as compared to $645.94 million for the year of 2024.
However, United acknowledges that any securities in an unrealized loss position may be sold in future periods in response to significant, unanticipated changes in asset/liability management decisions, unanticipated future market movements or business plan changes. During 2024, United sold approximately $470 million of available for sale securities at a loss of $16.30 million.
However, United acknowledges that any securities in an unrealized loss position may be sold in future periods in response to significant, unanticipated changes in asset/liability management decisions, unanticipated future market movements or business plan changes.
Cash flows provided by operations in 2024 were $445.45 million due mainly to net income of $373.00 million for the year of 2024. In 2023, cash flows provided by operations were $435.24 million due mainly to net income of $366.31 million for the year of 2023.
Cash flows provided by operations in 2025 were $498.91 million due mainly to net income of $464.60 million for the year of 2025. In 2024, cash flows provided by operations were $445.45 million due mainly to net income of $373.00 million for the year of 2024.
United’s provision for credit losses relates to its portfolio of loans and leases and held to maturity securities which are discussed in more detail in the following paragraphs. The provision for loan and lease losses for the year of 2024 was $25.15 million as compared to $31.15 million for the year of 2023.
United’s provision for credit losses relates to its portfolio of loans and leases and held to maturity securities which are discussed in more detail in the following paragraphs.
Rate (1) ASSETS Earning Assets: Federal funds sold, securities repurchased under agreements to resell & other short-term investments $ 1,253,832 $ 66,207 5.28 % $ 900,077 $ 47,069 5.23 % $ 1,597,108 $ 22,950 1.44 % Investment Securities: Taxable 3,424,113 128,731 3.76 % 4,125,467 144,420 3.50 % 4,532,713 105,780 2.33 % Tax-exempt 205,427 5,796 2.82 % 294,802 8,411 2.85 % 410,037 10,983 2.68 % Total Securities 3,629,540 134,527 3.71 % 4,420,269 152,831 3.46 % 4,942,750 116,763 2.36 % Loans and leases, net of unearned income (2) 21,612,707 1,304,749 6.04 % 20,909,248 1,205,434 5.77 % 19,389,485 866,744 4.47 % Allowance for credit losses (265,171 ) (245,386 ) (216,104 ) Net loans and leases 21,347,536 6.11 % 20,663,862 5.83 % 19,173,381 4.52 % Total earning assets 26,230,908 $ 1,505,483 5.74 % 25,984,208 $ 1,405,334 5.41 % 25,713,239 $ 1,006,457 3.91 % Other assets 3,349,451 3,311,450 3,360,609 TOTAL ASSETS $ 29,580,359 $ 29,295,658 $ 29,073,848 LIABILITIES Interest-Bearing Funds: Interest-bearing deposits (3) $ 17,171,286 $ 539,805 3.14 % $ 15,782,761 $ 391,094 2.48 % $ 15,466,386 $ 80,237 0.52 % Short-term borrowings 195,406 7,966 4.08 % 182,936 6,449 3.53 % 140,773 1,785 1.27 % Long- term borrowings 1,017,823 43,282 4.25 % 1,923,924 83,853 4.36 % 1,014,655 23,537 2.32 % Total Interest-Bearing Funds 18,384,515 591,053 3.21 % 17,889,621 481,396 2.69 % 16,621,814 105,559 0.64 % Noninterest-bearing deposits (3) 5,994,009 6,475,051 7,580,624 Accrued expenses and other liabilities 300,766 276,883 269,970 TOTAL LIABILITIES 24,679,290 24,641,555 24,472,408 SHAREHOLDERS’ EQUITY 4,901,069 4,654,103 4,601,440 TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY $ 29,580,359 $ 29,295,658 $ 29,073,848 NET INTEREST INCOME $ 914,430 $ 923,938 $ 900,898 INTEREST SPREAD 2.53 % 2.72 % 3.27 % NET INTEREST MARGIN 3.49 % 3.56 % 3.50 % (1) The interest income and the yields on federally nontaxable loans and investment securities are presented on a tax-equivalent basis using the statutory federal income tax rate of 21% for 2024, 2023 and 2022.
Rate (1) ASSETS Earning Assets: Federal funds sold, securities repurchased under agreements to resell & other short-term investments $ 2,150,441 $ 93,700 4.36 % $ 1,253,832 $ 66,207 5.28 % $ 900,077 $ 47,069 5.23 % Investment Securities: Taxable 3,045,263 107,265 3.52 % 3,424,113 128,731 3.76 % 4,125,467 144,420 3.50 % Tax-exempt 198,407 6,045 3.05 % 205,427 5,796 2.82 % 294,802 8,411 2.85 % Total Securities 3,243,670 113,310 3.49 % 3,629,540 134,527 3.71 % 4,420,269 152,831 3.46 % Loans and leases, net of unearned income (2) 24,138,297 1,481,993 6.14 % 21,612,707 1,304,749 6.04 % 20,909,248 1,205,434 5.77 % Allowance for credit losses (306,609 ) (265,171 ) (245,386 ) Net loans and leases 23,831,688 6.22 % 21,347,536 6.11 % 20,663,862 5.83 % Total earning assets 29,225,799 $ 1,689,003 5.78 % 26,230,908 $ 1,505,483 5.74 % 25,984,208 $ 1,405,334 5.41 % Other assets 3,632,196 3,349,451 3,311,450 TOTAL ASSETS $ 32,857,995 $ 29,580,359 $ 29,295,658 LIABILITIES Interest-Bearing Funds: Interest-bearing deposits (3) $ 19,856,609 $ 554,491 2.79 % $ 17,171,286 $ 539,805 3.14 % $ 15,782,761 $ 391,094 2.48 % Short-term borrowings 164,007 5,801 3.54 % 195,406 7,966 4.08 % 182,936 6,449 3.53 % Long- term borrowings 545,189 23,397 4.29 % 1,017,823 43,282 4.25 % 1,923,924 83,853 4.36 % Total Interest-Bearing Funds 20,565,805 583,689 2.84 % 18,384,515 591,053 3.21 % 17,889,621 481,396 2.69 % Noninterest-bearing deposits (3) 6,585,797 5,994,009 6,475,051 Accrued expenses and other liabilities 320,801 300,766 276,883 TOTAL LIABILITIES 27,472,403 24,679,290 24,641,555 SHAREHOLDERS’ EQUITY 5,385,592 4,901,069 4,654,103 TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY $ 32,857,995 $ 29,580,359 $ 29,295,658 NET INTEREST INCOME $ 1,105,314 $ 914,430 $ 923,938 INTEREST SPREAD 2.94 % 2.53 % 2.72 % NET INTEREST MARGIN 3.78 % 3.49 % 3.56 % (1) The interest income and the yields on federally nontaxable loans and investment securities are presented on a tax-equivalent basis using the statutory federal income tax rate of 21% for 2025, 2024 and 2023.
DEVELOPMENTS On January 10, 2025, United consummated its acquisition of Atlanta-based Piedmont Bancorp, Inc. (“Piedmont”). As of January 10, 2025, Piedmont had total assets of approximately $2.4 billion, total loans of approximately $2.1 billion, total liabilities of approximately $2.2 billion, total deposits of approximately $2.1 billion, and total shareholders’ equity of approximately $202 million.
As of January 10, 2025, Piedmont had total assets of approximately $2.4 billion, total loans of approximately $2.1 billion, total liabilities of approximately $2.2 billion, total deposits of approximately $2.1 billion, and total shareholders’ equity of approximately $202 million.
United’s tax-equivalent net interest income also includes the impact of acquisition accounting fair value adjustments. The following table provides the discount/premium and net accretion impact to tax-equivalent net interest income for the year ended December 31, 2024, 2023 and 2022.
The following table provides the discount/premium and net accretion impact to tax-equivalent net interest income for the year ended December 31, 2025, 2024 and 2023.
The following table presents the allocation of United’s allowance for credit losses for the years ended December 31: 2024 2023 (in thousands) Commercial, financial & agricultural: Owner-occupied commercial real estate $ 11,852 $ 11,895 Nonowner-occupied commercial real estate 74,522 57,935 Other commercial 65,105 75,007 Total commercial, financial & agricultural 151,479 144,837 Residential real estate 46,373 41,167 Construction & land development 63,621 59,913 Consumer: Bankcard 891 810 Other consumer 9,480 12,510 Allowance for loan losses $ 271,844 $ 259,237 Reserve for lending-related commitments 34,911 44,706 Allowance for credit losses $ 306,755 $ 303,943 The following is a summary of loans and leases outstanding as a percent of gross loans at December 31: 2024 2023 Commercial, financial & agricultural: Owner-occupied commercial real estate 7.33 % 7.48 % Nonowner-occupied commercial real estate 32.01 % 31.43 % Other commercial 15.46 % 16.72 % Total commercial, financial & agricultural 54.80 % 55.63 % Residential real estate 25.40 % 24.66 % Construction & land development 16.19 % 14.73 % Consumer: Bankcard 0.05 % 0.05 % Other consumer 3.56 % 4.93 % Total 100.00 % 100.00 % United’s review of the allowance for loan and lease losses at December 31, 2024 produced increased reserves in three of the four loan categories as compared to December 31, 2023.
The following table presents the allocation of United’s allowance for credit losses for the years ended December 31: 2025 2024 (in thousands) Commercial, financial & agricultural: Owner-occupied commercial real estate $ 13,564 $ 11,852 Nonowner-occupied commercial real estate 96,716 74,522 Other commercial 61,729 65,105 Total commercial, financial & agricultural 172,009 151,479 Residential real estate 53,949 46,373 Construction & land development 57,967 63,621 Consumer: Bankcard 889 891 Other consumer 12,704 9,480 Allowance for loan losses $ 297,518 $ 271,844 Reserve for lending-related commitments 35,075 34,911 Allowance for credit losses $ 332,593 $ 306,755 The following is a summary of loans and leases outstanding as a percent of gross loans at December 31: 2025 2024 Commercial, financial & agricultural: Owner-occupied commercial real estate 8.68 % 7.33 % Nonowner-occupied commercial real estate 33.75 % 32.01 % Other commercial 15.31 % 15.46 % Total commercial, financial & agricultural 57.74 % 54.80 % Residential real estate 24.67 % 25.40 % Construction & land development 14.45 % 16.19 % Consumer: Bankcard 0.04 % 0.05 % Other consumer 3.10 % 3.56 % Total 100.00 % 100.00 % 53 United’s review of the allowance for loan and lease losses at December 31, 2025 produced increased reserves in three of the four loan categories as compared to December 31, 2024.
RESULTS OF OPERATIONS Overview The following table sets forth certain consolidated income statement information of United: Year Ended Dollars in thousands except per share amounts) 2024 2023 2022 Interest income $ 1,502,121 $ 1,401,320 $ 1,001,990 Interest expense 591,053 481,396 105,559 Net interest income 911,068 919,924 896,431 Provision for credit losses 25,153 31,153 18,822 Noninterest income 123,695 135,258 153,261 Noninterest expense 545,031 560,224 555,087 Income before income taxes 464,579 463,805 475,783 Income taxes 91,583 97,492 96,156 Net income $ 372,996 $ 366,313 $ 379,627 PER COMMON SHARE: Net income: Basic $ 2.76 $ 2.72 $ 2.81 Diluted 2.75 2.71 2.80 Net income for the year 2024 was $373.00 million or $2.75 per diluted share, an increase of $6.68 million or 1.82% from $366.31 million or $2.71 per diluted share for the year of 2023.
RESULTS OF OPERATIONS Overview The following table sets forth certain consolidated income statement information of United: Year Ended Dollars in thousands except per share amounts 2025 2024 2023 Interest income $ 1,685,853 $ 1,502,121 $ 1,401,320 Interest expense 583,689 591,053 481,396 Net interest income 1,102,164 911,068 919,924 Provision for credit losses 53,866 25,153 31,153 Noninterest income 135,154 123,695 135,258 Noninterest expense 600,052 545,031 560,224 Income before income taxes 583,400 464,579 463,805 Income taxes 118,797 91,583 97,492 Net income $ 464,603 $ 372,996 $ 366,313 PER COMMON SHARE: Net income: Basic $ 3.28 $ 2.76 $ 2.72 Diluted 3.27 2.75 2.71 Net income for the year 2025 was $464.60 million or $3.27 per diluted share, an increase of $91.61 million or 24.56% from $373.00 million or $2.75 per diluted share for the year of 2024.
This increase is primarily due to increases of $172.11 million in net earnings and $35.78 million in accumulated other comprehensive income due mainly to an after-tax increase in the fair value of available for sale securities. United’s equity to assets ratio was 16.63% at December 31, 2024 as compared to 15.94% at December 31, 2023.
In addition, retained earnings increased $252.60 million due to net earnings and accumulated other comprehensive income increased $84.98 million due mainly to an after-tax increase in the fair value of available for sale securities. 60 United’s equity to assets ratio was 16.33% at December 31, 2025 as compared to 16.63% at December 31, 2024.
United cannot assure that any of these statements, estimates, or beliefs will be realized and actual results may differ from those contemplated in these “forward-looking statements.” United undertakes no obligation to publicly update any forward-looking statements, whether as a result of new information, future events, or otherwise. 33 The discussion in Item 1A, “Risk Factors,” lists some of the factors that could cause United’s actual results to vary materially from those expressed or implied by any forward-looking statements, and such discussion is incorporated into this discussion by reference.
United cannot assure that any of these statements, estimates, or beliefs will be realized and actual results may differ from those contemplated in these “forward-looking statements.” United undertakes no obligation to publicly update any forward-looking statements, whether as a result of new information, future events, or otherwise.
As of December 31, 2024, United’s available for sale corporate securities had an amortized cost of $771.81 million, with an estimated fair value of $746.98 million. The portfolio consisted of $13.30 million in single issue trust preferred securities with an estimated fair value of $11.92 million.
As of December 31, 2025, United’s available for sale corporate securities had an amortized cost of $483.18 million, with an estimated fair value of $468.28 million. The portfolio consisted of $13.32 million in single issue trust preferred securities with an estimated fair value of $12.66 million.
In addition to the single issue trust preferred securities, the Company held positions in various other corporate securities, including asset-backed securities with an amortized cost of $476.86 million and a fair value of $474.98 million and other corporate securities, with an amortized cost of $281.65 million and a fair value of $260.08 million.
In addition to the single issue trust preferred securities, the Company held positions in various other corporate securities, including asset-backed securities with an amortized cost of $225.62 million and a fair value of $223.25 million and other corporate securities, with an amortized cost of $244.24 million and a fair value of $232.36 million.
During the year of 2024, United increased its interest-bearing deposit balance at the FRB by $727.91 million to $1.97 billion.
During the year of 2025, United increased its interest-bearing deposit balance at the FRB by $260.19 million to $2.23 billion.
United continues to offer mortgage products through its bank mortgage channel with previous George Mason offices re-branded under the United umbrella. The consolidation streamlined operations and will enhance the customer experience.
United continues to offer mortgage products through its bank mortgage channel with previous George Mason offices re-branded under the United umbrella. The consolidation streamlined operations and will enhance the customer experience. ECONOMIC AND TRADE POLICY UNCERTAINTY United continues to monitor the potential impact of evolving trade policies, including the threat of additional tariffs imposed by the United States.
In 2023, net cash of $38.99 million was provided by investing activities which was primarily due to proceeds of $819.87 million from sales, calls and maturities of investment securities over purchases partially offset by loan growth of $800.97 million.
In 2025, net cash of $899.31 million was used in investing activities which was primarily due to loan growth of $1.04 billion partially offset by proceeds of $74.40 million from sales, calls and maturities of investment securities over purchases.
The following table details the amounts of significant commitments and letters of credit as of December 31, 2024: (In thousands) Amount Commitments to extend credit: Revolving open-end secured by 1-4 residential $ 790,689 Credit card and personal revolving lines 267,524 Commercial 4,828,260 Total unused commitments $ 5,886,473 Financial standby letters of credit $ 71,893 Performance standby letters of credit 76,981 Commercial letters of credit 15,546 Total letters of credit $ 164,420 Commitments generally have fixed expiration dates or other termination clauses, generally within one year, and may require the payment of a fee.
The following table details the amounts of significant commitments and letters of credit as of December 31, 2025: (In thousands) Amount Commitments to extend credit: Revolving open-end secured by 1-4 residential $ 812,598 Credit card and personal revolving lines 234,457 Commercial 5,361,772 Total unused commitments $ 6,408,827 Financial standby letters of credit $ 81,851 Performance standby letters of credit 85,034 Commercial letters of credit 2,761 Total letters of credit $ 169,646 Commitments generally have fixed expiration dates or other termination clauses, generally within one year, and may require the payment of a fee.
The slight increase of $1.80 million in net interest income occurred because total interest income increased $25.81 million while total interest expense increased $24.01 million from the third quarter of 2023. The provision for credit losses was $6.94 million for the third quarter of 2024, while the provision for credit losses was $5.95 million for the third quarter of 2023.
The increase of $48.82 million in net interest income occurred because total interest income increased $47.01 million while total interest expense decreased $1.81 million from the second quarter of 2024. The provision for credit losses was $5.89 million for the second quarter of 2025 while the provision for credit losses was $5.78 million for the second quarter of 2024.

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Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Market Risk — interest-rate, FX, commodity exposure

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Biggest changeThe following table shows United’s estimated earnings sensitivity profile as of December 31, 2024 and December 31, 2023: Change in Interest Rates Percentage Change in Net Interest Income (basis points) December 31, 2024 December 31, 2023 +200 2.82% (0.28%) +100 1.75% 0.24% -100 0.26% 2.66% -200 0.40% 4.35% At December 31, 2024, given an immediate, sustained 100 basis point upward shock to the yield curve used in the simulation model, net interest income for United is estimated to increase by 1.75% over one year as compared to an increase by 0.24% at December 31, 2023.
Biggest changeUnited closely monitors the sensitivity of its assets and liabilities on an on-going basis and projects the effect of various interest rate changes on its net interest margin. 61 The following table shows United’s estimated earnings sensitivity profile as of December 31, 2025 and December 31, 2024: Change in Interest Rates Percentage Change in Net Interest Income (basis points) December 31, 2025 December 31, 2024 +200 3.85% 2.82% +100 2.31% 1.75% -100 0.20% 0.26% -200 1.58% 0.40% At December 31, 2025, given an immediate, sustained 100 basis point upward shock to the yield curve used in the simulation model, net interest income for United is estimated to increase by 2.31% over one year as compared to an increase by 1.75% at December 31, 2024.
United accounts for its derivative activities in accordance with the provisions of ASC Topic 815, “Derivatives and Hedging.” 59 Extension Risk A key feature of most mortgage loans is the ability of the borrower to repay principal earlier than scheduled. This is called a prepayment. Prepayments arise primarily due to sale of the underlying property, refinancing, or foreclosure.
United accounts for its derivative activities in accordance with the provisions of ASC Topic 815, “Derivatives and Hedging.” Extension Risk A key feature of most mortgage loans is the ability of the borrower to repay principal earlier than scheduled. This is called a prepayment. Prepayments arise primarily due to sale of the underlying property, refinancing, or foreclosure.
The difference between rate sensitive assets and rate sensitive liabilities for specified periods of time is known as the “GAP.” Earnings-simulation 58 analysis captures not only the potential of these interest sensitive assets and liabilities to mature or reprice, but also the probability that they will do so.
The difference between rate sensitive assets and rate sensitive liabilities for specified periods of time is known as the “GAP.” Earnings-simulation analysis captures not only the potential of these interest sensitive assets and liabilities to mature or reprice, but also the probability that they will do so.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Therefore, even those systems determined to be effective can provide only reasonable assurance with respect to financial statement preparation and presentation. Management assessed the effectiveness of the Company’s internal control over financial reporting as of December 31, 2024.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Therefore, even those systems determined to be effective can provide only reasonable assurance with respect to financial statement preparation and presentation. Management assessed the effectiveness of the Company’s internal control over financial reporting as of December 31, 2025.
In making this assessment, management used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in Internal Control – Integrated Framework (2013 framework). Based on our assessment, we believe that, as of December 31, 2024, the Company’s internal control over financial reporting is effective based on those criteria.
In making this assessment, management used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in Internal Control – Integrated Framework (2013 framework). Based on our assessment, we believe that, as of December 31, 2025, the Company’s internal control over financial reporting is effective based on those criteria.
Opinion on Internal Control over Financial Reporting We have audited United Bankshares, Inc. and subsidiaries’ internal control over financial reporting as of December 31, 2024, based on criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) (the COSO criteria).
Opinion on Internal Control over Financial Reporting We have audited United Bankshares, Inc. and subsidiaries’ internal control over financial reporting as of December 31, 2025, based on criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) (the COSO criteria).
Ernst & Young LLP (“Ernst & Young”), the independent registered public accounting firm who audited the Company’s consolidated financial statements, has also issued an attestation report on the effectiveness of the Company’s internal control over financial reporting as of December 31, 2024.
Ernst & Young LLP (“Ernst & Young”), the independent registered public accounting firm who audited the Company’s consolidated financial statements, has also issued an attestation report on the effectiveness of the Company’s internal control over financial reporting as of December 31, 2025.
In our opinion, United Bankshares, Inc . and subsidiaries (the Company) maintained, in all material respects, effective internal control over financial reporting as of December 31, 2024, based on the COSO criteria.
In our opinion, United Bankshares, Inc . and subsidiaries (the Company) maintained, in all material respects, effective internal control over financial reporting as of December 31, 2025, based on the COSO criteria.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of the Company as of December 31, 2024 and 2023, the related consolidated statements of income, comprehensive income, changes in shareholders’ equity and cash flows for each of the three years in the period ended December 31, 2024, and the related notes and our report dated February 28, 2025 expressed an unqualified opinion thereon.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of the Company as of December 31, 2025 and 2024, the related consolidated statements of income, comprehensive income, changes in shareholders’ equity and cash flows for each of the three years in the period ended December 31, 2025, and the related notes and our report dated February 27, 2026 expressed an unqualified opinion thereon.
Current models show that given an immediate, sustained upward shock of 300 basis points, the average life of these securities would only extend to 7 years. The projected price decline of the fixed rate CMO portfolio in rates up 300 basis points would be 16.5%, or less than the price decline of a 7- year treasury note.
Current models show that that given an immediate, sustained upward shock of 300 basis points, the average life of these securities would only extend to 5.8 years. The projected price decline of the fixed rate CMO portfolio in rates up 300 basis points would be 13.9%, or less than the price decline of a 7-year treasury note.
Compared to the one year analysis, United is projected to show improved performance in year two within the upward rate shock scenarios. Given an immediate, sustained 100 basis point upward shock to the yield curve used in the simulation model, net interest income for United is estimated to increase by 3.98% in year two as of December 31, 2024.
Compared to the one-year analysis, United is projected to show improved performance in year two within the upward rate shock scenarios. Given an immediate, sustained 100 basis point upward shock to the yield curve used in the simulation model, net interest income for United is estimated to increase by 4.95% in year two as of December 31, 2025.
A 200 basis point immediate, sustained downward shock in the yield curve would decrease net interest income by an estimated 5.35% in year two as of December 31, 2024.
A 200 basis point immediate, sustained downward shock in the yield curve would decrease net interest income by an estimated 5.64% in year two as of December 31, 2025.
A 200 basis point immediate, sustained downward shock in the yield curve would increase net interest income by an estimated 0.40% over one year as of December 31, 2024 as compared to an increase of 4.35% over one year as of December 31, 2023. In addition to the one year earnings sensitivity analysis, a two-year analysis is also performed.
A 200 basis point immediate, sustained downward shock in the yield curve would increase net interest income by an estimated 1.58% over one year as of December 31, 2025 as compared to an increase of 0.40% over one year as of December 31, 2024. In addition to the one-year earnings sensitivity analysis, a two-year analysis is also performed.
A 100 basis point immediate, sustained downward shock in the yield curve would increase net interest income by an estimated 0.26% over one year as of December 31, 2024 as compared to an increase of 2.66%, over one year as of December 31, 2023.
A 100 basis point immediate, sustained downward shock in the yield curve would increase net interest income by an estimated 0.20% over one year as of December 31, 2025 as compared to an increase of 0.26%, over one year as of December 31, 2024.
These fixed rate CMOs consisted primarily of planned amortization class (PACs), sequential-pay and accretion directed (VADMs) bonds having an average life of approximately 5.3 years and a weighted average yield of 2.78%, under current projected prepayment assumptions. These securities are expected to have moderate extension risk in a rising rate environment.
These fixed rate CMOs consisted primarily of planned amortization class (“PACs”), sequential-pay and accretion directed (“VADMs”) bonds having an average life of approximately 4.2 years and a weighted average yield of 3.33%, under current projected prepayment assumptions. These securities are expected to have moderate extension risk in a rising rate environment.
A 200 basis point immediate, sustained upward shock in the yield curve would increase net interest income by an estimated 2.82% over one year as of December 31, 2024, as compared to a decrease of 0.28% as of December 31, 2023.
A 200 basis point immediate, sustained upward shock in the yield curve would increase net interest income by an estimated 3.85% over one year as of December 31, 2025, as compared to an increase of 2.82% as of December 31, 2024.
Mark Tatterson Executive Vice President and Chief Financial Officer February 28, 2025 61 Report of Independent Registered Public Accounting Firm To the Shareholders and the Board of Directors of United Bankshares, Inc.
Mark Tatterson Executive Vice President and Chief Financial Officer February 27, 2026 64 Report of Independent Registered Public Accounting Firm To the Shareholders and the Board of Directors of United Bankshares, Inc.
Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. /s/ Ernst & Young LLP Charleston, West Virginia February 28, 2025 62 http://fasb.org/us-gaap/2024#InterestExpenseDepositshttp://fasb.org/us-gaap/2024#InterestAndDividendIncomeOperating9795000P3YP5YP1YP3Yhttp://fasb.org/us-gaap/2024#InterestIncomeExpenseAfterProvisionForLoanLosshttp://fasb.org/us-gaap/2024#Liabilitieshttp://fasb.org/us-gaap/2024#Assets
Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. /s/ Ernst & Young LLP Charleston, West Virginia February 27, 2026 65 http://fasb.org/us-gaap/2025#InterestExpenseDepositshttp://fasb.org/us-gaap/2025#InterestAndDividendIncomeOperatingP3YP5YP1Yhttp://fasb.org/us-gaap/2025#StateAndLocalJurisdictionMemberhttp://fasb.org/us-gaap/2025#StateAndLocalJurisdictionMemberhttp://fasb.org/us-gaap/2025#StateAndLocalJurisdictionMemberP3Ytruehttp://fasb.org/us-gaap/2025#InterestIncomeExpenseAfterProvisionForLoanLosshttp://fasb.org/us-gaap/2025#Assetshttp://fasb.org/us-gaap/2025#Assetshttp://fasb.org/us-gaap/2025#Liabilitieshttp://fasb.org/us-gaap/2025#Liabilities
By comparison, the price decline of a 30-year 5.5% current coupon mortgage backed security (MBS) in rates higher by 300 basis points would be approximately 20.1%. United had approximately $354.6 million in fixed rate Commercial mortgage backed Securities (CMBS) with a projected yield of 1.81% and a projected average life of 4.6 years on December 31, 2024.
By comparison, the price decline of a 30-year 5% current coupon mortgage-backed security (“MBS”) in rates higher by 300 basis points would be approximately 21.1%. United had approximately $336.7 million in fixed rate Commercial mortgage-backed Securities (“CMBS”) with a projected yield of 1.94% and a projected average life of 4.1 years on December 31, 2025.
If interest rates rise, United’s holdings of mortgage-related securities may experience reduced returns if the borrowers of the underlying mortgages pay off their mortgages later than anticipated. This is generally referred to as extension risk.
If interest rates rise, United’s holdings of mortgage-related securities may experience reduced returns if the borrowers of the underlying mortgages pay off their mortgages later than anticipated.
A 200 basis point immediate, sustained upward shock in the yield curve would increase net interest income by an estimated 7.00% in year two as of December 31, 2024. A 100 basis point immediate, sustained downward shock in the yield curve would decrease net interest income by an estimated 2.37% in year two as of December 31, 2024.
A 200 basis point immediate, sustained upward shock in the yield curve would increase net interest income by an estimated 8.80% in year two as of December 31, 2025. A 100 basis point immediate, sustained downward shock in the yield curve would decrease net interest income by an estimated 3.06% in year two as of December 31, 2025.
This portfolio consisted primarily of Freddie Mac Multifamily K securities and Fannie Mae Delegated Underwriting and Servicing (DUS) securities with a weighted average maturity (WAM) of 8.4 years. United had approximately $10.8 million in 15-year mortgage backed securities with a projected yield of 2.04% and a projected average life of 4.2 years as of December 31, 2024.
This portfolio consisted primarily of Freddie Mac Multifamily K securities and Fannie Mae Delegated Underwriting and Servicing (“DUS”) securities with a weighted average maturity (“WAM”) of 8.5 years. United had approximately $19.7 million in 15-year mortgage-backed securities with a projected yield of 4.00% and a projected average life of 3.8 years as of December 31, 2025.
This portfolio consisted of seasoned 15-year mortgage paper with a weighted average loan age (WALA) of 5.7 years and a weighted average maturity (WAM) of 10.2 years. United had approximately $297.7 million in 20-year mortgage backed securities with a projected yield of 1.82% and a projected average life of 6.3 years on December 31, 2024.
This portfolio consisted of seasoned 15-year mortgage paper with a weighted average loan age (“WALA”) of 5.8 years and a WAM of 9.3 years. United had approximately $295.4 million in 20-year mortgage-backed securities with a projected yield of 2.15% and a projected average life of 5.7 years on December 31, 2025.
This portfolio consisted of seasoned 20-year mortgage paper with a weighted average loan age (WALA) of 3.8 years and a weighted average maturity (WAM) of 16 years. United had approximately $148.8 million in 30-year mortgage backed securities with a projected yield of 2.94% and a projected average life of 8.1 years on December 31, 2024.
This portfolio consisted of seasoned 20-year mortgage paper with a WALA of 4.8 years and a WAM of 14.9 years. United had approximately $210 million in 30-year mortgage-backed securities with a projected yield of 3.92% and a projected average life of 7.2 years on December 31, 2025.
The remaining 3% of the mortgage related securities portfolio on December 31, 2024, included floating rate CMO, CMBS and mortgage backed securities. 60 MANAGEMENT’S REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING Management of United Bankshares, Inc.
This portfolio consisted of seasoned 30-year mortgage paper with a WALA of 6.3 years and a WAM of 22.3 years. The remaining 1% of the mortgage related securities portfolio on December 31, 2025, included floating rate CMO, CMBS and mortgage-backed securities. 63 MANAGEMENT’S REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING Management of United Bankshares, Inc.
Moreover, earnings-simulation analysis considers the relative sensitivities of these balance sheet items and projects their behavior over an extended period of time. United closely monitors the sensitivity of its assets and liabilities on an on-going basis and projects the effect of various interest rate changes on its net interest margin.
Moreover, earnings-simulation analysis considers the relative sensitivities of these balance sheet items and projects their behavior over an extended period of time.
At December 31, 2024, United’s mortgage related securities portfolio had an amortized cost of $1.7 billion, of which approximately $827.7 million or 49% were fixed rate collateralized mortgage obligations (CMOs).
This is generally referred to as extension risk. 62 At December 31, 2025, United’s mortgage related securities portfolio had an amortized cost of $1.9 billion, of which approximately $1.05 billion or 54% were fixed rate collateralized mortgage obligations (“CMOs”).
Removed
This portfolio consisted of seasoned 30-year mortgage paper with a weighted average loan age (WALA) of 4.8 years and a weighted average maturity (WAM) of 23.1 years.

Other UBSI 10-K year-over-year comparisons