UBSI 10-K & 10-Q changes, risk factors and insider trading
United Bankshares Inc. · Nasdaq · State Commercial Banks · CIK 729986 · All filings on SEC.gov
At a glance
What changed in the latest 10-K
Risk Factors
Largest changes
“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. …”see in full comparison
see in full comparisonLike 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.Information security risks for financial institutions like us have increased recently in part because of new technologies, such as artificial intelligence and quantum computing, the use of the internet and telecommunications technologies (including mobile devices) to conduct financial and other business transactions, employees working from home, the increased connectivity of third parties (including contractors) and electronic devices to United’s systems, and the increased sophistication and activities of organized crime, perpetrators of fraud, hackers, terrorists and others. 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. In addition to cyber-attacks or other security breaches involving the theft of sensitive and confidential information, hackers have engaged in attacks against large financial institutions, particularly denial of service attacks, designed to disrupt key business services such as customer-facing web sites. We are not able to anticipate or implement effective preventive measures against all security breaches of these types. Although we employ detection and response mechanisms designed to contain and mitigate security incidents, early detection may be thwarted by persistent sophisticated attacks and malware designed to avoid detection.
“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. 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. …”see in full comparison
“In addition, technology and other changes have made it possible for non-banks to offer products and services traditionally provided by banks. 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. …”see in full comparison
“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.”see in full comparison
In addition,see in full comparisontheseUnited’s reliance on third party service providersarealsosourcesexposesofit to operational, cybersecurity and informationalsecurityrisks.riskVendorstomayUnited,experienceincludingsystemrisks associated withfailures, operational errors, coding errors, information system interruptions or breaches, and unauthorized disclosures of sensitive or confidential client or customerinformation.informationIfandthirdUnitedpartymay have limited ability to control, monitor or promptly remediate such events. In addition, deficiencies in vendor performance, serviceproviders encounter any of these issues,quality orif United has difficulty communicating with them, Unitedcompliance couldberesultexposedintoregulatorydisruptionscrutiny,ofcustomeroperations,dissatisfaction,lossreputationalofharm,servicelitigation exposure orconnectivityfinancialto customers, reputational damage, and litigation risk that could have a material adverse effect on our results of operations or our business.losses.
Full comparison: every changed paragraph (36)
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. 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 also impose obligations to maintain appropriate policies, procedures and controls, among other things, to detect, prevent and report money laundering and terrorist financing and to verify the identities of United’s customers. Congress and federal regulatory agencies continually review banking laws, regulations and policies for possible changes. The Dodd-Frank Act, enacted in July 2010, instituted major changes to the banking and financial institutions regulatory regimes. Other changes to statutes, regulations or regulatory policies, including changes in interpretation or implementation of statutes, regulations or policies, could affect United in substantial and unpredictable ways. Such changes could subject the Company to additional costs, limit the types of financial services and products United may offer and/or increase the ability of nonbanks to offer competing financial services and products, among other things. United expends substantial effort and incurs costs to improve its systems, audit capabilities, staffing and training in order to seek to satisfy regulatory requirements and meet supervisory expectations, but the regulatory authorities may determine that such efforts are insufficient. Failure to comply with relevant laws, regulations or policies or meet supervisory expectations could result in enforcement and other legal actions, sanctions by regulatory agencies, civil money and criminal penalties, the loss of FDIC insurance, the revocation of a banking charter, significant fines and/or reputation damage, which could have a material adverse effect on United’s business, financial condition and results of operations. In this regard, government authorities, including the bank regulatory agencies, are pursuing aggressive enforcement actions with respect to compliance and other legal matters involving financial activities, which heightens the risks associated with actual and perceived compliance failures. Directives issued to enforce such actions may be confidential and thus, in some instances, we are not permitted to publicly disclose these actions. Litigation challenging actions or regulations by Federal or state authorities could, depending on the outcome, significantly affect the regulatory and supervisory framework affecting our operations. For example, there is litigation pending to challenge the Federal Reserve Board’s regulation on permissible interchange fees on the ground that the regulation allows higher interchange fees than permitted by statute, which, if successful, could significantly and adversely affect the fees banks can charge on debit card transactions. 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. 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.
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. Recently, federalFederal and state taxing authorities haveroutinely become increasingly aggressive in challengingchallenge 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. 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.
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.
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. 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. 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. 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.
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’s information systems may experience anfailure, interruptioninterruption, or breach inof security.
United relies heavily on communications and information systems to conduct its business. In addition, as part of its business, United collects, processes and retains sensitive and confidential client and customer information. 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. Any failure, interruption or breach in security of these systems could result in failures or disruptions in the Company’s customer relationship management, general ledger, deposit, loan and other systems. While United has 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. It is also possible that employees, merchants or United’s third-party vendors may not follow United’s policies and procedures, which may expose United to a security breach. The occurrence of any failures, interruptions or security breaches of the Company’s information systems could damage United’s reputation, result in a loss of customer business, subject United to additional regulatory scrutiny, or expose the Company to civil litigation and possible financial liability, any of which could have a material adverse effect on United’s financial condition and results of operations.
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. Information security risks for financial institutions like us have increased recently in part because of new technologies, such as artificial intelligence and quantum computing, the use of the internet and telecommunications technologies (including mobile devices) to conduct financial and other business transactions, employees working from home, the increased connectivity of third parties (including contractors) and electronic devices to United’s systems, and the increased sophistication and activities of organized crime, perpetrators of fraud, hackers, terrorists and others. 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. In addition to cyber-attacks or other security breaches involving the theft of sensitive and confidential information, hackers have engaged in attacks against large financial institutions, particularly denial of service attacks, designed to disrupt key business services such as customer-facing web sites. We are not able to anticipate or implement effective preventive measures against all security breaches of these types. Although we employ detection and response mechanisms designed to contain and mitigate security incidents, early detection may be thwarted by persistent sophisticated attacks and malware designed to avoid detection.
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. 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. 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. 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. 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. 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. 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. 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. 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.
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.
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. 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. 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.
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. 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.
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. Risks of relying on vendors include the following:
In addition, theseUnited’s reliance on third party service providers arealso sourcesexposes ofit to operational, cybersecurity and informational securityrisks. riskVendors tomay United,experience includingsystem risks associated withfailures, operational errors, coding errors, information system interruptions or breaches, and unauthorized disclosures of sensitive or confidential client or customer information.information Ifand thirdUnited partymay have limited ability to control, monitor or promptly remediate such events. In addition, deficiencies in vendor performance, service providers encounter any of these issues,quality or if United has difficulty communicating with them, Unitedcompliance could beresult exposedin toregulatory disruptionscrutiny, ofcustomer operations,dissatisfaction, lossreputational ofharm, servicelitigation exposure or connectivityfinancial to customers, reputational damage, and litigation risk that could have a material adverse effect on our results of operations or our business.losses.
PotentialAny problemssignificant withfailure, vendorsinterruption, suchtermination asor thosesecurity discussedincident aboveinvolving 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.
United faces a high degree of competition in all of the markets weit serveserves. and thusUnited faces strong competition in gathering deposits, making loans and obtaining client assets for management by its investment or trust operations. There is significant competition among commercial banks in our market areas as well as with other providers of financial services, such as savings and loan associations, credit unions, consumer finance companies, securities firms, private equity and debt funds, commercial finance and leasing companies, full service brokerage firms, discount brokerage firms, and financial/wealth technology firms. Some of our competitors have greater resources and, as such, may have higher lending limits and may offer other services that are not provided by us. United generally competes on the basis of customer service, responsiveness to customer needs, available loan and deposit products, the rates of interest charged on loans, the rates of interest paid for funds, and the availability and pricing of trust and brokerage services.
In addition, technology and other changes have made it possible for non-banks to offer products and services traditionally provided by banks. 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. 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. 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.
Potential acquisitions may disrupt our business and dilute shareholder value.
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. 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.
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. Acquisitions may also result in potential dilution to existing shareholders of our earnings per share if we issue common stock in connection with the acquisition. Furthermore, we may incur substantial costs in pursuing acquisition opportunities, and we cannot guarantee that such acquisition opportunities will be successful or result in the expected revenue increases, cost savings, increases in geographic or product presence, and/or other projected benefits from an acquisition. 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 intergrationintegration 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. 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.
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”). 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. Regulatory approvals could be delayed, impeded, restrictively conditioned or denied due to existing or new regulatory issues we have, or may have, with regulatory agencies, including, without limitation, issues related to BSA compliance, CRA issues, fair lending laws, fair housing laws, consumer protection laws, unfair, deceptive, or abusive acts or practices regulations and other laws and regulations. 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. We may fail to pursue, evaluate or complete strategic and competitively significant acquisition opportunities as a result of our inability, or perceived or anticipated inability, to obtain regulatory approvals in a timely manner, under reasonable conditions or at all. Difficulties associated with potential acquisitions that may result from these factors could have a material adverse effect on our business, financial condition and results of operations.
Current accounting and tax rules, standards, policies and interpretations influence the methods by which financial institutions conduct business, implement strategic initiatives and tax compliance, and govern financial reporting and disclosures. These laws, regulations, rules, standards, policies, and interpretations are constantly evolving and may change significantly over time,time and are difficult to predict. 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. 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.
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.
Climate change may materially affect United’s business and results of operations.
We may be subject to climate-related 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.
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. Specifically, unpredictable and more frequent weather disasters may adversely impact the value of our properties and the value of real property securing the loans in our portfolios. Additionally, if insurance obtained by our borrowers is insufficient to cover any losses sustained to the collateral, or if insurance coverage is otherwise unavailable to our borrowers, the collateral securing our loans may be negatively impacted by climate change, which could impact our financial condition and results of operations. Further, the effects of climatephysical changerisks 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.
Climate change also exposes usWe and our customers are also exposed to transition risks associated with the transition to a less carbon-dependent economy. 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,brand, in addition to having a similar impact on our customers. We have customers who operate in carbon-intensive industries like oil and gas that are exposed to climate risks, such as those risks related to the transition to a less carbon-dependent economy, as well as customers who operate in low-carbon industries that may be subject to risks associated with new technologies. In addition, ongoing legislative or regulatory uncertainties and changes regarding climate risk management and practices, including the shifting sentiment against climate and sustainability initiatives, may subject us to different and potentially conflicting requirements and result in higher regulatory, compliance, credit and reputational risks and costs.
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. 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. 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.
We may also be subject to reputational risk and negative public opinionopinion, fromand our business, brand and ability to attract and retain employees may be harmed, due to shareholder concernsperceptions aboutof our, actual or perceived, action,action or inaction,inaction in response to climateclimate-related change,matters, including our carbon footprint and our business relationships with customers who operate in carbon-intensive industries. 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.
Management's Discussion & Analysis (MD&A)
New heading “ECONOMIC AND TRADE POLICY UNCERTAINTY”
New heading “THE ONE BIG BEAUTIFUL BILL ACT”
New heading “Bank-Owned Life Insurance”
Largest changes
“United continues to monitor the potential impact of evolving trade policies, including the threat of additional tariffs imposed by the United States. While no specific tariffs have been implemented during the reporting period that materially affect United’s operations, the potential for future changes in cross-border trade arrangements and import/export duties contributes to broader economic uncertainty. …”see in full comparison
“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 acquisition of Piedmont on January 10, 2025 added $2.30 billion in total assets, including purchase accounting amounts. …”see in full comparison
“The provision for loan and lease losses for the year of 2025 was $53.87 million as compared to a provision for loan and lease losses of $25.15 million for the year of 2024. The higher amount of provision expense for the year of 2025 compared to the year of 2024 was mainly due to the previously mentioned provision expense of $18.73 million recorded for purchased non-PCD loans from Piedmont as well as increased provision for the commercial real estate non-owner occupied (“CRE NOO”) loan segment. …”see in full comparison
Net income for the first quarter ofsee in full comparison20242025 was$86.81$84.31 million as compared to earnings of$98.31$86.81 million for the first quarter of2023.2024.EarningsDiluted earnings per share were $0.59 for the first quarter of2024,2025 and $0.64 for the first quarter of 2024. As previously mentioned, United completed its acquisition of Piedmont on January 10, 2025. The financial results of Piedmont are included in United’s results from the acquisition date. As a result of the acquisition, the first quarter of 2025 was impacted for nearly three months of increased levels of average balances, income, and expense as compared to the first quarter of2023,2024.decreasedInprimarilyaddition,dueUnitedtorecordedloweracquisition-relatednetcostsinterestforincometheasPiedmont merger of $30.04 million, including aresultprovision for credit losses ofthe$18.73impactmillionofforhigherpurchasedmarketnon-PCDinterest rates on interest-bearing liabilities. Diluted earnings per share were $0.64loans for the first quarter of2024 and $0.73 for the first quarter of 2023.2025. Net interest income for the first quarter of20242025decreasedincreased$11.83$37.57 million, or5.05%, to $222.49 million16.88% fromnet interest income of $234.32 million forthe firstthree monthsquarter of2023.2024. Thedecreaseincrease of$11.83$37.57 million in net interest income occurred because total interest income increased$39.88$34.47 million while total interest expenseincreaseddecreased$51.71$3.10 million from the first quarter of2023.2024. The provision for credit losses was$5.74$29.10 million for the first quarter of20242025 as compared to a provision for credit losses of$6.89$5.74 million for the first quarter of2023.2024. Thedecreaseincrease in the provision for credit losses was mainly due toa change in qualitative factors andtheimpactpreviously mentioned $18.73 million ofreasonableprovisionandrecordedsupportableonforecastspurchasedofnon-PCDfutureloansmacroeconomicfromconditions.Piedmont.Noninterest income was $32.21 million forFor the firstthree monthsquarter of2024,2025,anoninterestdecreaseincomeofdecreased$532$2.66thousandmillion or1.62%8.25% from the firstthree monthsquarter of20232024. The decrease of $2.66 million was primarily duemainlyto a decrease in income from mortgage banking activities as a result of lower mortgage loanservicingoriginationincomeandofsale$1.49 million partially offset by increased fees of $1.07 million from brokerage services.volume. Noninterest expense for the first quarter of20242025wasincreased$140.74 million, an increase of $3.32$12.83 million or2.42%9.12% from the first quarter of20232024.primarilyThe increase of $12.83 million was due mainly toincreases$11.31inmillionemployeeofcompensationmerger-relatedandexpensesFDICincurredinsuranceduringexpensethepartiallyfirstoffsetquarterbyofa2025decreasefromintheotherPiedmontnoninterest expense.acquisition. Income taxesdecreasedincreased$3.04$1.22 million or12.45%5.71% for the first three months of20242025 as compared to the first three months of20232024 primarily due todecreased earnings andaslightly lowerhigher effective taxrate.rateUnited’spartially offset by lower earnings. The effective tax rate was19.8%21.16% and19.9%19.78% for the first quarter of20242025 and2023,2024, respectively.
Net income for the fourth quarter ofsee in full comparison20242025 was$94.41$128.83 million or$0.69$0.91 per diluted share as compared to earnings of$79.39$94.41 million or$0.59$0.69 per diluted share for the fourth quarter of2023.2024. Net interest income for the fourth quarter of20242025 was$232.61$287.46 million, which was an increase of$2.92$54.85 million or1.27%23.58% from the fourth quarter of2023.2024. The$2.92$54.85 million increase in net interest income occurred because total interest income increased$6.86$54.02 million while total interest expenseincreaseddecreased$3.94$830millionthousand from the fourth quarter of2023.2024. The provision for credit losses was$6.69$6.78 million for the fourth quarter of20242025 as compared to a provision for credit losses of$6.88$6.69 million for the fourth quarter of2023.2024. Noninterest income for the fourth quarter of20242025 was$29.32$30.94 million, which wasaandecreaseincrease of$4.36$1.62 million, or12.94%5.52% from the fourth quarter of2023.2024.ThisThedecreaseincrease in noninterest income wasdriven by decreases in other noninterest income of $3.26 million and income from mortgage banking activities of $2.43 millionprimarily due tolower mortgage loan origination and sale volume partially offset byan increase inincomefees fromBOLIbrokerage services of$1.37$980millionthousandduedrivento the impact ofby highermarket values of underlying investments and higher amounts of death benefits recognized in the fourth quarter of 2024. Other noninterest income for the fourth quarter of 2023 included a $2.66 million gain from the payoff of a fixed rate commercial loan that had an associated interest rate swap derivative.volume. Noninterest expense for the fourth quarter of20242025 was$134.18$151.72 million,aandecreaseincrease of$18.11$17.54 million, or11.89%,13.07%, from the fourth quarter of2023.2024. Thedecreaseincrease in noninterest expense was driven primarily bydecreasesincreasedinemployeeFDIC insurance expensecompensation of$12.74 million and other noninterest expense of $8.66$5.82 million due to alowerhigher employee headcount from the Piedmont acquisition and higher employee incentives and other expenses of $9.49 million due to increases of $5.50 million in the expensefor theon reserve for unfundedloancommitments,commitments$2.38 million in the amortization of tax credits and $1.43 million for the amortization of core deposit intangibles partially offset by a decline of $1.26 million in merger expense. Additionally, increases inemployeeequipmentbenefitsexpense of$3.95$1.77million.millionFDICandinsurancenetexpenseoccupancyforof $1.11 million were mainly attributable to thefourth quarter of 2023 included $11.99 million for the FDIC special assessment. The decrease in the expense for the reserve for unfunded loan commitments was mainly due to a decrease in loan commitments. The increase in employee benefits was driven by higher health insurance costs and higher postretirement benefit costs.acquisition. For the fourth quarter of2024,2025, income tax expense was$26.65$31.07 million as compared to$24.81$26.65 million for the fourth quarter of2023.2024. The increase was driven by higher pre-tax earnings partially offset by a lower effective tax rate. United’s effective tax rate was22.0%19.4% and23.8%22.0% for the fourth quarter of20242025 and fourth quarter of2023,2024, respectively.The effective tax rates for the fourth quarter of 2024 and 2023 reflect the impact of provision to return adjustments during each period.
Full comparison: every changed paragraph (91)
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. While no specific tariffs have been implemented during the reporting period that materially affect United’s operations, the potential for future changes in cross-border trade arrangements and import/export duties contributes to broader economic uncertainty. Management has considered these risks in its forward-looking assessments and determined that, as of the reporting date, there are no material adverse effects on United’s financial position, results of operations, or estimates related to credit losses or asset impairments.
THE ONE BIG BEAUTIFUL BILL ACT
On July 4, 2025, President Trump signed into law H.R. 1, The One Big Beautiful Bill Act (“OBBBA”). There was no significant financial statement impact reflected in the year of 2025. However, the Company will continue to evaluate and apply the provisions of the OBBBA but does not expect any material impact on its consolidated financial statements.
The allowance for loan and lease losses is an estimate of the expected credit losses on financial assets measured at amortized cost to present the net amount expected to be collected as of the balance sheet date. Such allowance is based on the credit losses expected to arise over the life of the asset (contractual term). Determining the allowance for loan and lease losses requires management to make estimates of expected credit losses that are highly uncertain and require a high degree of judgment. At December 31, 2024,2025, the allowance for loan and lease losses was $271.84$297.52 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. 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$29.75 million in additional allowance (funded by additional provision for loan and lease losses), which would have negatively impacted the year of 20242025 net income by approximately $21.48$23.50 million, after-taxafter-tax, or $0.16$0.17 diluted earnings per common share. Management’s evaluation of the adequacy of the allowance for loan and lease losses and the appropriate provision for loan and lease losses is based upon a quarterly evaluation of the loan portfolio. This evaluation is inherently subjective and requires significant estimates, including estimates related to the amounts and timing of future cash flows, value of collateral, losses on pools of homogeneous loans and leases based on historical loss experience, and consideration of qualitative factors such as current economic trends, all of which are susceptible to constant and significant change. The allowance allocated to specific credits and loan pools grouped by similar risk characteristics is reviewed on a quarterly basis and adjusted as necessary based upon subsequent changes in circumstances. 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. The methodology used to determine the allowance for loan and lease losses is described in Note A, Notes to Consolidated Financial Statements. A discussion of the factors leading to changes in the amount of the allowance for loan and lease losses is included in the Provision for Credit Losses section of this Management’s Discussion and Analysis of Financial Condition and Results of Operations (“MD&A”). For a discussion of concentrations of credit risk, see Item 1, under the caption of Loan Concentrations in this Form 10-K.
United’s calculation of income tax provision is inherently complex due to the various different tax laws and jurisdictions in which we operate and requires management’s use of estimates and judgments in its determination. The current income tax liability also includes income tax expense related to our uncertain tax positions as required in ASC Topic 740, “Income Taxes.” Changes to the estimated accrued taxes can occur due to changes in tax rates, implementation of new business strategies, resolution of issues with taxing authorities and recently enacted statutory, judicial and regulatory guidance. These changes can be material to the Company’s operating results for any particular reporting period. The analysis of the income tax provision requires thean assessmentsassessment 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. United strives to keep abreast of changes in the tax laws and the issuance of regulations which may impact tax reporting and provisions for income tax expense. United is also subject to audit by federal and state authorities. Because the application of tax laws is subject to varying interpretations, results of these audits may produce indicated liabilities which differ from United’s estimates and provisions. United continually evaluates its exposure to possible tax assessments arising from audits and records its estimate of probable exposure based on current facts and circumstances. The potential impact to United’s operating results for any of the changes cannot be reasonably estimated. See Note O,N, Notes to Consolidated Financial Statements for information regarding United’s ASC Topic 740 disclosures.
At December 31, 2024,2025, approximately 10.22%9.47% of total assets, or $3.07$3.19 billion, consisted of financial instruments recorded at fair value. Of this total, approximately 97.91%98.95% or $3.01$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 2.09%1.05% or $64.04$33.37 million of these financial instruments were valued using unobservable market information or Level 3 measurements. Most of these financial instruments valued using unobservable market information were loans held for sale. At December 31, 2024,2025, only $20$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. 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 WV for additional information regarding ASC Topic 820 and its impact on United’s financial statements.
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 acquisition of Piedmont on January 10, 2025 added $2.30 billion in total assets, including purchase accounting amounts. Portfolio loans increased $3.04 billion or 14.01%, investment securities increased $141.10 million or 4.33%, goodwill increased $129.96 million or 6.88%, other assets increased $31.76 million or 11.78%, bank-owned life insurance policies increased $49.95 million or 10.05%, bank premises and equipment increased $22.70 million or 12.20%, operating lease right-of-use assets increased $7.57 million or 9.26%, interest receivable increased $6.82 million or 6.66%, and cash and cash equivalents increased $250.01 million or 10.91%. Loans held for sale decreased $13.08 million or 29.49%. Total liabilities increased $3.13 billion or 12.52% from year-end 2024. This increase in total liabilities reflects an increase of $3.10 billion or 12.93% in deposits, an increase of $12.23 million or 5.31% in accrued and other liabilities, and an increase of $8.62 million or 9.94% in operating lease right-of-use liabilities, all mainly due to the Piedmont acquisition. Borrowings increased $13.88 million or 1.94% from year-end 2024. Shareholders’ equity increased $502.76 million or 10.07% from year-end 2024 due primarily to the acquisition of Piedmont and net earnings.
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. This increase was mainly due to an increase of $693.30 million or 43.36% in cash and cash equivalents, a $314.41 million or 1.47% increase in loans, net of unearned income, and a $10.29 million or 2.11% increase in cash surrender life insurance policies. These increases in assets were mostly offset by a $866.46 million or 21.00% decrease in investment securities, a $11.90 million or 21.15% decrease in loans held for sale, a $9.01 million or 8.08% decrease in interest receivable, and a $6.77 million or 2.45% decrease in other assets. Total liabilities decreased $124.92 million or less than 1% from year-end 2023. Borrowings decreased $1.27 billion or 63.91%, which were partially offset by a $1.14 billion or 5.01% increase in deposits. Shareholders’ equity increased $221.98 million or 4.65%.
Cash and cash equivalents at December 31, 20242025 increased $693.30$250.01 million or 43.36%10.91% from year-end 2023.2024. Net cash acquired in the Piedmont merger was $77.47 million. In particular, cash and due from banks increased $6.96 million or 2.89%, while interest-bearing deposits with other banks increased $709.70$242.96 million or 52.94%11.85% as United placed more cash in an interest-bearing account with the Federal Reserve while cash and due from banks decreased $16.50 million or 6.42%.Reserve. Federal funds sold increased $98$90 thousand or 8.38%.7.10%. During the year of 2024,2025, net cash of $445.45$498.91 million and $571.49$650.41 million were provided by operating and investingfinancing activities, respectively, while net cash of $323.64$899.31 million was used in financinginvesting activities. Further details related to changes in cash and cash equivalents are presented in the Consolidated Statements of Cash Flows.
Total investment securities at December 31, 20242025 decreasedincreased $866.46$141.10 million or 21.00%.4.33%. Piedmont added $94.43 million in investment securities, including purchase accounting amounts, upon consummation of the acquisition. Securities available for sale decreasedincreased $826.66$99.73 million or 21.83%.3.37%. This change in securities available for sale reflects $2.06$92.99 billionmillion inrelated purchases,to $2.93the acquisition of Piedmont, $2.26 billion in sales, maturities and calls of securities, $2.14 billion in purchases, and an increase of $40.55$117.56 million in market value. The majority of the sales activity was related to asset-backed securities, mortgage-backed securities and state and political subdivision securities. Equity securities were $21.06$34.76 million at December 31, 2024,2025, an increase of $12.11$13.70 million or 135.42%65.07% due mainly to a reclassnet of an equity security that now has a readily determinable market value. The equity security was previously heldincrease in “Otherfair investment securities” on the December 31, 2023 Consolidated Balance Sheets.value. Other investment securities decreasedincreased $51.91$27.67 million or 15.76%9.97% from year-end 2023, due mainly to a redemption of FHLB stock2024 due to aan declineincrease in FHLBFederal borrowings.Reserve Bank stock as a result of the Piedmont acquisition and net purchases of investment tax credits.
At December 31, 2024,2025, gross unrealized losses on available for sale securities were $323.94$216.64 million. Securities with the most significant gross unrealized losses at December 31, 20242025 consisted primarily of agency residential mortgage-backed securities, state and political subdivision securities, agency commercial mortgage-backed securities and other corporate securities.
United’s available for sale single issue trust preferred securities had a fair value of $11.92$12.66 million as of December 31, 2024.2025. Of the $11.92$12.66 million, $7.32$7.42 million,million or 61.44%,58.58% were investment grade rated and $4.60$5.24 million,million or 38.56%,41.42% were unrated. The portfoliotwo consistslargest exposures accounted for 100% of twothe exposures,$12.66 withmillion. These included Truist Bank at $7.32$7.42 million and Emigrant Bank at $4.60$5.24 million. All single issue trust preferred securities are currently receiving full scheduled principal and interest payments.
During 2024,2025, United did not recognize any credit losses on its available for sale investment securities. Management does not believe that any individual security with an unrealized loss as of December 31, 20242025 is impaired. United believes the decline in value resulted from changes in market interest rates, credit spreads and liquidity, not a deterioration of credit. Based on a review of each of the securities in the available for sale investment portfolio, management concluded that it was more-likely-than-not that it would be able to realize the cost basis investment and appropriate interest payments on such 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, 2024,2025, there was no allowance for credit losses related to the Company’s available for sale securities. 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.
Loans held for sale were $44.36$31.28 million at December 31, 2024,2025, a decrease of $11.90$13.08 million or 21.15%29.49% from year-end 2023.2024. Loan sales in the secondary market exceeded originations during the year of 2024.2025. Loan originations for the year of 20242025 were $645.94$370.86 million while loansloan sales were $657.84$383.94 million.
Loans, net of unearned income, increased $314.41$3.04 millionbillion or 1.47%.14.01% mainly as a result of the Piedmont acquisition which added $2.02 billion, including purchase accounting amounts, in portfolio loans. Otherwise, portfolio loans and leases, net of unearned income, grew $1.04 billion from year-end 2024. Since year-end 2023,2024, commercial, financial and agricultural loans decreasedincreased $8.01$2.39 millionbillion or less than 1%20.14% as a result of a $213.07$1.96 millionbillion or 2.56%22.98% increase in commercial real estate loans,loans which was mostly offset byand a $221.08$433.47 million or 6.19%12.93% decreaseincrease in commercial loans (not secured by real estate). Residential real estate loans increased $236.15$590.88 million or 4.48%10.73% and construction and land development loans increased $360.79$61.87 million or 11.46%.1.76%, Consumerwhile consumer loans decreasedremained $281.62flat, decreasing $5.89 million or 26.45%less duethan to a decrease in indirect automobile financing.1%.
Bank-Owned Life Insurance
The cash surrender value of bank-owned life insurance policies increased $49.95 million, of which $40.80 million was acquired from Piedmont while the remaining increase was due to an increase in the cash surrender value as a result of higher market values of underlying investments.
Other assets increased $31.76 million or 11.78% from year-end 2024. In particular, core deposit intangibles increased $23.40 million as the Piedmont acquisition added $32.76 million. Prepaid assets increased $13.54 million mainly due to a $9.42 million increase in the pension asset and OREO increased $8.53 million. Partially offsetting these increases in other assets was a $18.20 million decrease in deferred tax assets due an increase in fair value of securities and a $1.32 million decrease in accounts receivable.
Other assets decreased $6.77 million or 2.45% from year-end 2023. Deferred tax assets decreased $3.43 million due to an increase in the fair value and sales of AFS securities, dealer reserve decreased $7.82 million due to a decrease in indirect automobile financing, accounts receivable decreased $4.56 million due to timing differences, core deposit intangibles decreased $3.64 million due to amortization, and OREO properties decreased $2.29 million due to sales of consumer OREO properties. Partially offsetting these decreases in other assets was a $14.65 million increase in the pension asset.
Deposits represent United’s primary source of funding. Total deposits at December 31, 20242025 increased $1.14$3.10 billion or 5.01%.12.93% due mainly to the Piedmont acquisition. Piedmont added $2.11 billion in deposits, including purchase accounting amounts. In terms of composition, noninterest-bearing deposits decreasedincreased $13.67$438.22 million or less7.14% than($378.24 1%million added from Piedmont acquisition) while interest-bearing deposits increased $1.16$2.66 billion or 6.94%14.93% ($1.73 billion added from Piedmont acquisition) from December 31, 2023.2024. Organically, deposits grew $993.74 million from year-end 2024.
Noninterest-bearing deposits consist of demand deposit and noninterest bearing money market (“MMDA”) account balances. The $13.67$438.22 million decreaseincrease in noninterest-bearing deposits was due mainly to a $37.19$327.80 million or 7.36% increase in commercial noninterest-bearing deposits, a $134.16 million or 9.46% increase in personal noninterest-bearing deposits, and a $25.22 million or 14.21% increase in public funds noninterest-bearing deposits. Partially offsetting these increases in noninterest-bearing deposits was a $26.28 million decrease in commercial noninterest-bearing deposits and a $57.56 million decrease in in-process items. Partially offsetting these decreases in noninterest-bearing deposits were increases of $26.27 million and $19.92 million in personal and public noninterest-bearing deposits, respectively, and an increase of $30.11 million in official checks.
Interest-bearing deposits consist of interest-bearing transaction,transactions, regular savings, interest-bearing MMDA, and time deposit account balances. Interest-bearing transaction accounts increased $288.79$720.85 million or 5.11%12.14% since year-end 2023.2024 Inas particular,the result of increases of $602.48 million in commercial interest-bearing transaction accounts increasedand $414.86$92.47 million andin public funds interest-bearing transaction accounts increased $6.03 million while personal interest-bearing transaction accounts decreased $132.10 million.accounts. Regular savings accounts decreasedincreased $94.96$15.04 million or 7.06%1.20% mainly as a result of a $77.10$17.21 million decreaseincrease in personal savings accounts and a $19.91 million decrease in commercial savings accounts. Interest-bearing MMDAs increased $707.44$778.90 million or 11.14%.11.04%. In particular, commercialpersonal MMDAs increased $511.19$62.15 million while personalcommercial MMDAs and public funds MMDAs increased $162.06$655.60 million and $34.20$61.15 million, respectively.
Time deposits under $100,000 increased $106.37$191.42 million or 9.98%16.33% from year-end 2023.2024. This increase in time deposits under $100,000 was the result of a $119.22$162.18 million increase in fixed rate Certificates of Deposits (“CDs”) under $100,000.$100,000 Partiallyand offsettinga this$31.30 million increase in depositsvariable underrate $100,000 was a $5.69 million decrease in CDs under $100,000 obtained through the use of deposit listing services.CDs.
Since year-end 2023,2024, time deposits over $100,000 increased $148.57$954.66 million or 6.57%39.61% as fixed rate CDs increased $375.07$874.61 millionmillion, variable rate CDs increased $21.26 million, and public funds CDs over $100,000 increased $45.68$51.05 million. Partially offsetting these increases in time deposits over $100,000, was a decrease of $272.13 million in brokered CDs.
More information relating to deposits is presented in Note K,J, Notes to Consolidated Financial Statements.
Total borrowings at December 31, 20242025 decreasedincreased $1.27$13.88 billionmillion or 63.91%1.94% since year-end 2023.2024. Piedmont added $20.00 million of subordinated debt upon consummation of the acquisition which was redeemed during the third quarter of 2025. During the year of 2024,2025, short-term borrowings decreasedincreased $20.01$22.48 million or 10.20%12.77% due to aan decreaseincrease in securities sold under agreements to repurchase. Long-term borrowings decreased $1.25$8.60 billionmillion or 69.79%1.59% from year-end 20232024 dueas toa maturitiesresult of advancesa obtained$10.20 frommillion thereduction in long-term FHLB during the year of 2024.advances.
For a further discussion of borrowings see Notes LK and M,L, Notes to Consolidated Financial Statements.
Accrued expenses and other liabilities at December 31, 20242025 increased $17.14$12.23 million or 8.04%5.31% from year-end 2023.2024. Piedmont added $20.79 million. In particular, otherinterest accrued expensespayable increased $10.96$2.04 million due to an increase in CDs, accrued loan expenses increased $2.20 million due to an increase in the accrualloan associated with housing tax credits,portfolio, incentives payable increased $2.93$5.04 million due to timing differences,million, deferred compensation increased $3.20$4.28 million,million and businessdividends franchise taxespayable increased $1.26$3.00 million due to timing differences.million. Partially offsetting these increases in accrued expensesexpense and other liabilities was a $1.12decrease of $5.91 million decrease in accrued loan expenses and a $5.24 million decrease in other miscellaneousaccrued liabilities.expenses due to timing differences.
Shareholders’ equity at December 31, 2025 was $5.50 billion, which was an increase of $502.76 million or 10.07% from year-end 2024, mainly as the result of the Piedmont acquisition and net earnings. The Piedmont transaction added approximately $280.95 million in shareholders’ equity as 7,860,831 shares were issued from United’s authorized but unissued shares for the merger at a cost of $280.95 million.
Shareholders’ equity at December 31, 2024 was $4.99 billion, which was an increase of $221.98 million or 4.65% from year-end 2023.
Accumulated other comprehensive income increased $35.78$84.98 million or 13.78%37.95% from year-end 20232024 due mainly to an increase of $30.85$89.47 million in the fair value of United’s available for sale investment portfolio, net of deferred income taxes. In addition, the after-tax amortization of the pension net actuarial lossgain was $9.40$5.40 million while the after-tax accretion of pension costs was $1.78 million for the year of 2024.million. Partially offsetting these increases was a decrease of $6.25$9.94 million in the fair value of cash flow hedges, net of deferred income taxes.
During the first quarter of 2025, United restarted repurchasing its common stock on the open market under a repurchase plan approved by United’s Board of Directors. United repurchased 3,587,948 shares during 2025 at a cost of $126.45 million or an average share price of $35.24.
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.
As previously mentioned, United completed its acquisition of Piedmont on January 10, 2025. The financial results of Piedmont are included in United’s results from the acquisition date. As a result of the acquisition, the year of 2025 was impacted for nearly twelve months by increased levels of average balances, income, and expense as compared to the year of 2024. In addition, United recorded acquisition-related costs for the Piedmont merger of $31.41 million for the year of 2025, including a provision for credit losses of $18.73 million for purchased non-PCD loans recorded in the first quarter of 2025, as compared to $2.87 million for the year of 2024.
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. Higher net income for the year 2024 compared to the year of 2023 was primarily driven by lower noninterest expense, provision for credit losses and income tax expense partially offset by lower net interest income and lower noninterest income.
As previously mentioned, on January 10, 2025, United announced the consummation of its merger with Piedmont. Expenses of $2.87 million related to the Piedmont acquisition were recorded in the year of 2024. During the year of 2024, United sold approximately $470 million of AFS investment securities at a loss of $16.30 million. Additionally, United recognized a net gain of $7.09 million on the sale of its remaining mortgage rights (“MSRs”) associated with a loan portfolio of $1.12 billion, a gain of $6.85 million on a VISA share exchange and $1.72 million gain on the fair value of an equity security.
Net interest income for the year of 20242025 wasincreased $911.07$191.10 million whichor was relatively flat20.97% from the prioryear year,of decreasing $8.86 million or less than 1%.2024. The slight decreaseincrease of $8.86$191.10 million in net interest income occurred because total interest income increased $100.80$183.73 million while total interest expense increaseddecreased $109.66$7.36 million from the year of 2023. Generally, interest income increased in 2024 due to the impact of rising market interest rates on earning assets, loan growth and a change in the asset mix to higher earning assets while interest expense increased mainly due to higher funding costs as a result of the rising market interest rates on higher interest-bearing balances.2024.
The provision for credit losses was $53.87 million for the year 2025 as compared to $25.15 million for the year 20242024. asThe comparedincrease toin $31.15the millionprovision for credit losses for the year 2023.of 2025 was mainly due to the previously mentioned $18.73 million of provision recorded on purchased non-PCD loans from Piedmont. Noninterest income was $123.70$135.15 million for the year of 2024,2025, which was aan decreaseincrease of $11.56$11.46 million or 8.55%9.26% from the year of 2023.2024. Noninterest expense for the year of 20242025 was $545.03$600.05 million, which was aan decreaseincrease of $15.19$55.02 million or 10.10% from the year of 2023.2024.
Net interest income for the year of 20242025 was $911.07$1.10 millionbillion which was relativelyan flatincrease of $191.10 million or 20.97% from the year of 2023,2024. decreasingThe $8.86$191.10 million or less than 1%. The $8.86 million decreaseincrease in net interest income occurred because total interest income increased $100.80$183.73 million while total interest expense increaseddecreased $109.66$7.36 million from the year of 2023.2024. For the purpose of this remaining discussion, net interest income is presented on a tax-equivalent basis to provide a comparison among all types of interest earning assets. The tax-equivalent basis adjusts for the tax-favored status of income from certain loans and investments. 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.
Tax-equivalent net interest income for the year of 2025 increased $190.88 million, or 20.87%, from the year of 2024. The increase in tax-equivalent net interest income was primarily due to an increase in average earning assets, a lower average rate paid on deposits, an increase in acquired loan accretion income, and a decrease in average long-term borrowings. These increases to net interest income and tax-equivalent net interest income were partially offset by an increase in average interest-bearing deposits. Average earning assets increased $2.99 billion, or 11.42%, from the year of 2024, driven by increases in average net loans of $2.48 billion and average short-term investments of $896.61 million, partially offset by a decrease in average investment securities of $385.87 million. The cost of average interest-bearing deposits decreased 35 basis points from the year of 2024. Acquired loan accretion income was $33.70 million for the year of 2025 as compared to $9.26 million for the year of 2024. Average long-term borrowings decreased $472.63 million, or 46.44%, from the year of 2024. Average interest-bearing deposits increased $2.69 billion, or 15.64%, from the year of 2024. The net interest margin of 3.78% for the year of 2025 was an increase of 29 basis points from the net interest margin of 3.49% for the year of 2024.
Tax-equivalent net interest income for the year of 2024 decreased $9.51 million, or 1.04%, from the year of 2023. The decrease in tax-equivalent net interest income was primarily due to higher interest expense driven by deposit rate repricing, an increase in average interest-bearing deposits, and a decrease in acquired loan accretion income. These decreases were partially offset by a higher yield on average net loans, loan growth, and a decrease in average long-term borrowings. The cost on average interest-bearing deposits increased 66 basis points from the year of 2023. Average interest-bearing deposits increased $1.39 billion from the year of 2023. Acquired loan accretion income for year of 2024 of $9.26 million was a decrease of $2.28 million from the year of 2023. The yield on average earning assets increased 33 basis points from the year of 2023 to 5.74% driven by an increase in the yield on average net loans of 28 basis points. Average net loans increased $683.67 million from the year of 2023. Average long-term borrowings decreased $906.10 million from the year of 2023. Additionally, average investment securities decreased $790.73 million, or 17.89%, from the year of 2023 while the yield on average investment securities increased 25 basis points from the year of 2023. The net interest margin for the year of 2024 and 2023 was 3.49% and 3.56%, respectively.
The provision for loan and lease losses for the year of 2025 was $53.87 million as compared to a provision for loan and lease losses of $25.15 million for the year of 2024. The higher amount of provision expense for the year of 2025 compared to the year of 2024 was mainly due to the previously mentioned provision expense of $18.73 million recorded for purchased non-PCD loans from Piedmont as well as increased provision for the commercial real estate non-owner occupied (“CRE NOO”) loan segment. Net charge-offs for the year of 2025 were $45.71 million as compared to net charge-offs of $12.55 million for the year of 2024. During the year of 2025, United recorded $21.77 million of charge-offs reflecting updated collateral valuations on two CRE NOO loans associated with the same sponsor downgraded to nonaccrual status. The loans, originated in 2018 and 2019, are collateralized by office buildings in Northern Virginia and include a full guarantee from the sponsor. During the third quarter of 2025, the sponsor experienced a significant deterioration in financial condition and concerns arose regarding the sponsor’s ability to support the credits on a long-term basis. In addition, the higher amount of net charge-offs for the year of 2025 as compared to the same time period in 2024 was primarily due to additional charge-offs within the CRE NOO loan segment.
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. The lower amount of provision expense for the year of 2024 compared to the year of 2023 was mainly due to less severe reasonable and supportable forecast assumptions regarding future economic expectations in 2024 as compared to 2023. Net charge-offs for the year of 2024 were $12.55 million as compared to $6.66 million for the year of 2023. The higher amount of net charge-offs for the year of 2024 as compared to the year of 2023 was primarily due to increased charge-offs within the commercial real estate nonowner-occupied and consumer loan portfolios. Net charge-offs as a percentage of average loans and leases were 0.06% and 0.03% for the year of 2024 and 2023, respectively.
At December 31, 2024,2025, the allowance for loan and lease losses was $271.84$297.52 million as compared to $259.24$271.84 million at December 31, 2023.2024. The increase in the allowance for loan and lease losses was primarily driven by allowances recorded for purchased credit deteriorated loans (“PCD”) and non-PCD loans acquired from Piedmont, increased outstanding loan balances for the commercial real estate constructionnonowner-occupied and developmentportfolio and residential real estate portfoliossegments as well as increaseda change in the reasonable and supportable forecast adjustments for the commercial real estate nonowner-occupied officesegment portfolio.partially offset by a decline in the allowance allocated to individually assessed loans. 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 and 1.21% at December 31, 2023.2024. The ratio of the allowance for loan and lease losses to nonperforming loans and leases or coverage ratio was 370.36%293.22% and 569.78%370.36% at December 31, 20242025 and December 31, 2023,2024, respectively. The decrease in this ratio was due to a larger increase in nonperforming loans than the allowance for loan losses. Nonperforming loans increased $28.07 million or 38.24% while the allowance for loan losses increased $25.68 million or 9.44%.
The following table summarizes United’s credit loss experience for loan and leases losses, based on loan categories, for the yearyears of 20242025 and 20232024:
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. The allowance related to the commercial, financial & agricultural loan pool, consisting of the owner and non-owner occupied commercial real estate and other commercial loan segments, increased $20.53 million due to the first quarter acquisition of Piedmont and increased outstanding balances as well as increased allocations for the reasonable and supportable forecast adjustment. The residential real estate loan segment reserve increased $7.58 million due to increased outstanding balances with the acquisition of Piedmont and the annual evaluation of delay periods utilized in the historical loss rate calculation. The consumer loan segment reserve increased $3.22 million primarily due to an increase in the quarterly maximum loss experience utilized within the reasonable and supportable forecast adjustment. The real estate construction and development loan segment reserve decreased $5.65 million due to reduced concern over collateral values and improvement in expectations for the reasonable and supportable forecast adjustment as well as reduction of the average loss experience in the forecast analysis over the next eight quarters.
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 allowance related to the commercial, financial & agricultural loan pool, consisting of the owner and non-owner occupied commercial real estate and other commercial loan segments, increased $6.64 million due to increased reasonable and supportable forecast adjustments particularly as it pertains to office loans. The balance of office loans at December 31, 2024 totaled approximately $950 million or 13.7% of nonowner-occupied commercial real estate loans or 4.4% of loans and leases, net of unearned income. The top forty office loans make up approximately 68% of the balance of nonowner-occupied commercial real estate office loans. The weighted average loan-to-value (“LTV”) based on current loan balances and appraised values at origination date for the top forty office loans was approximately 56% at December 31, 2024. The weighted average LTV at origination date for the top forty office loans was approximately 63%. United has been disciplined in its approach to underwriting office loans with a stringent underwriting process focusing on the underlying tenants, lease terms, sponsor support, location, property class and amenities. The residential real estate segment reserve increased $5.21 million due primarily to increased outstanding balances. The real estate construction and development loan segment reserve increased $3.71 million due to increased outstanding balances. The consumer loan segment reserve decreased $2.95 million primarily due to a decrease in outstanding balances.
An allowance is established for estimated lifetime losses for loans that are individually assessed. Nonperforming commercial loans and leases are regularly reviewed to identify expected credit losses. A loan is individually assessed for expected credit losses when the loan does not share similar characteristics with other loans in the portfolio. Measuring expected credit losses of a loan requires judgment and estimates, and the eventual outcomes may differ from those estimates. Expected credit losses are measured based upon the present value of expected future cash flows from the loan discounted at the loan’s effective rate or the fair value of collateral if the loan is collateral dependent. When the selected measure is less than the recorded investment in the loan, an expected credit loss has occurred. The allowance for loans and leases that were individually assessed was $8.04 million at December 31, 2025 and $11.21 million at December 31, 2024 and $13.15 million at December 31, 2023.2024. In comparison to the prior year-end, this element of the allowance decreased $1.94$3.17 million due to the liquidation of collateral securing aseveral commercial relationshiprelationships which has reduced the balance outstanding for the relationshiprelationships as well as the loss potential requiring individually assessed reserves. There were collateral weaknesses identified in several relationships which necessitated additional individually assessed reserves that offset part of the reductions from collateral liquidation.
Management is not aware of any potential problem loans or leases, trends or uncertainties, whichthat it reasonably expects, will materially impact future operating results, liquidity, or capital resources whichthat have not been disclosed.
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. This increase in noninterest income was driven by net gains on investment securities for the year of 2025 as compared to net losses on investment securities for the year of 2024 and increases in fees from brokerage services, income from bank-owned life insurance (“BOLI”), and fees from deposit services. Partially offsetting these increases in noninterest income were decreases in mortgage loan servicing income and income from mortgage banking activities.
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. This decrease was driven by decreases in mortgage loan servicing income and mortgage banking income partially offset by an increase in fees from brokerage services and higher income from bank-owned life insurance.
For the year of 2024,2025, net lossesgains on investment securities were $7.72$11.17 million as compared to net losses on investment securities of $7.65$7.72 million for the year of 2023.2024. The net gains on investment securities of $11.17 million for the year of 2025 were primarily due to a net unrealized fair value gain on equity securities. The net losses inon 2024investment were mainly due a losssecurities of $16.30$7.72 million duringfor the year of 2024 asincluded United sold approximately $470$16.30 million in losses on sales and calls of available for sale (“AFS”) investment securities.securities Additionally,partially duringoffset the year of 2024, United recognizedby a $6.85 million gain on the VISA share exchange and a $1.72 million gain on a change in fair value gain onof an equity security. In the year of 2023, United sold approximately $187 million of AFS investment securities resulting in a net loss of $7.24 million. United did not recognize any impairment on investment securities for the yearyears of 20242025 and 2023.2024.
Income from mortgage banking activities totaled $16.06 million for the year of 2024 compared to $26.59 million for the year of 2023. The decrease of $10.54 million or 39.62% for the year of 2024 was primarily due mainly to lower mortgage loan production. 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 servicing income for the year of 2024 decreased $4.79 million or 34.83% from the year of 2023. The year of 2024 included the $7.09 million net gain on the sale of MSRs while the year of 2023 included net gains on the sale of MSRs of $8.31 million. In addition, mortgage loan servicing income declined in the year of 2024 due to lower mortgage balances serviced since the sale of the MSRs in 2023 and 2024.
Fees from trustdeposit services for the year of 20242025 wereincreased $19.45 million, an increase of $1.13$1.82 million or 6.18%4.87% from the year of 20232024. dueIn particular, debit card, overdraft, and account analysis fees increased for the year of 2025 as compared to anthe increaseyear inof managed assets.2024.
Income from mortgage banking activities totaled $9.57 million for the year of 2025 compared to $16.06 million for the year of 2024. The decrease of $6.49 million or 40.42% for the year of 2025 was primarily due mainly to lower mortgage loan production. 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.
Mortgage loan servicing income for the year of 2025 decreased $8.96 million from the year of 2024. This 100% decrease in 2025 from the same time period in 2024 was due to the sale of United’s remaining mortgage servicing portfolio in the second half of 2024.
Income from bank-owned life insurance (“BOLI”) for the year of 20242025 increased $2.90$1.97 million or 34.75%17.59% from the year of 2023.2024. ThisThese increaseincreases waswere primarily due mainlyto todeath proceeds of $1.28 million in the year of 2025 as well as income from the bank-owned life insurance policies added from the Piedmont acquisition and an increase in the cash surrender valuevalues primarily due to the impact of insurancehigher policiesmarket as well as death proceedsvalues of $1.39underlying million recognized in 2024. Death benefits were $571 thousand for the year of 2023.investments.
Other income for the year of 2024 decreased $3.34 million or 30.16% from the year of 2023. Included in the year of 2023 was a gain of $2.66 million from the payoff of a fixed rate commercial loan that had an associated interest rate swap.
What changed in the latest 10-Q
Risk Factors
In addition to the other information set forth in this report, please refer to United’s Annual Report on Form
10-K
for the year ended December 31, 2025 for disclosures with respect to United’s risk factors which could materially affect United’s business, financial condition or future results. The risks described in the Annual Report on Form
10-K
are not the only risks facing United. Additional risks and uncertainties not currently known to United or that United currently deems to be immaterial also may materially adversely affect United’s business, financial condition and/or operating results.
No wording changes found in this section.
Full comparison: every changed paragraph (0)
Management's Discussion & Analysis (MD&A)
Largest changes
“Tax-equivalent net interest income for the first quarter of 2026 was $283.30 million, an increase of $22.46 million or 8.61% from the first quarter of 2025. This increase in tax-equivalent net interest income was primarily due to an increase in average earning assets, mainly net loans, and a lower average cost of interest-bearing funds, mainly deposits. These increases to tax-equivalent net interest income were partially offset by an increase in average interest-bearing funds, mainly deposits, and a lower yield on average earning assets, mainly short-term investments. …”see in full comparison
Atsee in full comparisonMarchJune31,30, 2026, United had an unused borrowing amount at the FHLB of approximately$9.24$9.25 billion subject to delivery of collateral after certain trigger points and$4.89$5.03 billion without the delivery of additional collateral. United has various unused lines of credit available from certain of its correspondent banks in the aggregate amount of $280million,million and a $20 million unsecured, revolving line of credit with an unrelated financial institution to provide for general liquidity needs, all of which was available atMarchJune31,30, 2026. AtMarchJune31,30, 2026, United’s borrowing capacity for the FRB Discount Window was$4.59$4.42 billion. United did not have any borrowings from the FRB’s Discount Window during the firstquarterhalf of 2026.
Accrued expenses and other liabilities atsee in full comparisonMarchJune31,30, 2026increaseddecreased$24.51$8.54 million or10.11%3.52% from year-end 2025. In particular, business franchise taxes decreased $6.85 million, income taxes payableincreaseddecreased$30.80$687millionthousand due to timing differences,businessincentivesfranchisepayabletaxesdecreasedincreased$10.20$3.03millionmillion,due to payments, interest payable decreased $910 thousand due to a decrease in interest-bearing deposits as well as a lower average interest rate paid on these deposits and other accruedloanexpensesincreaseddecreased$10.43$5.00 million. Partially offsetting theseincreasesdecreases wasaandecreaseincrease of$16.69$13.04 million inincentivesaccruedpayablemortgagedueescrowto payments.expense.
“Net gains on investment securities were $2.79 million for the second quarter of 2026 as compared to net gains on investment securities of $425 thousand for the second quarter of 2025. The net gains on investment securities for the second quarter of 2026 included a gain of $5.86 million as a result of the sale of an unaffiliated company in which United held an investment, a $5.66 million gain from a VISA share exchange, and a $1.00 million unrealized fair value net gain on equity securities. …”see in full comparison
On a linked-quarter basis, fully tax-equivalent net interest incomesee in full comparisondecreasedfor$4.96themillionsecondorquarter1.72%of 2026 was relatively flat from thefourthfirst quarter of2025.2026, increasing $2.80 million, or less than 1%. The net interest margin was3.80%3.81% and3.83%3.80% forfirstsecond quarter of 2026 and thefourthfirst quarter of2025,2026, respectively. The interestratespread for the second quarter of 2026 increased a basis point to 3.07% from the first quarter of 2026increased 2 basis points to 3.06% from the fourth quarter of 2025due to a143 basis point decrease in the average cost of funds partially offset by a122 basis point decrease in the yield on average earning assets. The decrease in the average cost of funds was primarily due to a142 basis point decrease in theaveragerate paid on average interest-bearing deposits. The decrease in the yield on average earning assets wasprimarilydrivenduebytoaan 116 basis point decrease in the yield on average netloans,loans partially offset by a2619 basis point increase in the yield on average investment securities. Acquired loan accretion income was $5.00 million for the second quarter of 2026, a decrease of $2.47 million from the first quarter of 2026 which contributed to an approximately 4 basis point decrease in the interest spread and in the net interest margin. The increase in the yield on averageshort-terminvestmentinvestmentssecuritiesandreflectslowerUnited’sacquiredstrategicloan accretion income. Acquired loan accretion income for the first quarterpurchases of2026higherdecreasedyielding$988investmentthousandsecuritiesorthroughout11.68% from the fourth quarter of 2025.2026.
For the quarter endedsee in full comparisonMarchJune31,30, 2026, the provision for loan and lease losses was$7.78$4.96 million as compared to a provision for loan and lease losses of$29.10$5.89 million for the quarter endedMarchJune31,30, 2025. Thelowerprovision for loan and lease losses for the first six months of 2026 was $12.74 million as compared to a provision for loan and lease losses of $34.99 million for the first six months of 2025. The higher amount of provision expense for the firstquarter of 2026 compared to the first quarterhalf of 2025 was mainly due to the previously mentioned provision expense of $18.73 million recorded for purchased non-PCD loans fromPiedmont during the first quarter of 2025.Piedmont. Net charge-offswere $5.70 millionfor the second quarter and firstquartersix months of 2026 were $5.06 million and $10.75 million, respectively, as compared to net charge-offs of$8.04$8.35 million and $16.39 million, respectively, for the second quarter and firstquartersix months of 2025. The lower amount of net charge-offs for 2026 as compared to 2025 was primarily due to decreased charge-offs within the consumer and other commercial real estate nonowner-occupied loan segments. On a linked-quarter basis, the provision for loan and lease lossesfor the fourth quarter of 2025was$6.78 million. Net charge-offs were $9.31$7.78 millionfor the fourth quarter of 2025. Annualized net charge-offs as a percentage of average loans and leases, net of unearned incomefor the first quarter of20262026.was 0.15% as compared to annualized netNet charge-offsofwere0.14%$5.70 million for the first quarter of2025 and annualized net charge-offs of 0.15% for the fourth quarter of 2025.2026.
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The following discussion and analysis presents the significant changes in financial condition and the results of operations of United and its subsidiaries for the periods indicated below. This discussion and the unaudited consolidated financial statements and the notes to unaudited Consolidated Financial Statements include the accounts of United Bankshares, Inc. and its wholly-owned subsidiaries, unless otherwise indicated. Management has evaluated all significant events and transactions that occurred after MarchJune 31,30, 2026, but prior to the date these financial statements were issued, for potential recognition or disclosure required in these financial statements.
On January 10, 2025, United consummated its acquisition of Atlanta-based Piedmont Bancorp, Inc. (“Piedmont”). At the acquisition date, 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 a result of the Piedmont acquisition, the second quarter and first quartersix months of 2025 included $30.0$1.32 million and $31.36 million, respectively, of pre-tax merger-relatednet income-related noninterest expenses and merger-related provision for credit losses.
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. Presentation of a non-GAAP financial measure is consistent with how United’s management evaluates its performance internally and this non-GAAP financial measure is frequently used by securities analysts, investors and other interested parties in the evaluation of companies in the banking industry. Specifically, this discussion contains certain references to financial measures identified as fully tax-equivalent (“FTE”) net interest income and return on average tangible common equity. Management believes these non-GAAP financial measures to be helpful in understanding United’s results of operations or financial position.
Net interest incomeincome, isthe yield on earning assets, yield on investment securities, net interest margin, and interest spread are presented in this discussionManagement’s Discussion and Analysis of Financial Condition and Results of Operations on a fully tax-equivalent basis. The fully tax-equivalent basis adjusts for the tax-favored status of income from certain loans and investments. Although thisthese is aare non-GAAP measure,measures, United’s management believes thisthese measuremeasures isare more widely used within the financial services industry and providesprovide better comparability of net interest income arising from taxable and tax-exempt sources and additional insight into the net interest margin by adjusting for differences in tax treatment of interest income sources. United uses this measure to monitor net interest income performanceperformance, net interest margin and yields on earning assets and investment securities and to manage its balance sheet composition.
United’s critical accounting policies involving the significant judgments and assumptions used in the preparation of the Consolidated Financial Statements as of MarchJune 31,30, 2026 were unchanged from the policies disclosed in United’s Annual Report on Form 10-K for the year ended December 31, 2025 within the section “Management’s Discussion and Analysis of Financial Condition and Results of Operations.”
United’s total assets as of MarchJune 31,30, 2026 were $33.71$33.75 billion, remaining steady from December 31, 2025. Investment securities increased $130.17$258.63 million or 3.83%,7.61%, portfolio loans increased $154.02$285.40 million or less than 1% and1.16%, bank-owned life insurance policies increased $4.18$10.91 million or less1.99%, thanoperating 1%.lease right-of-use assets increased $3.46 million or 3.87%, and loans held for sale increased $3.95 million or 12.62%. Partially offsetting these increases in assets, cash and cash equivalents decreased $237.22$460.95 million or 9.33%,18.13% operatingand leaseinterest right-of-use assetsreceivable decreased $1.47$9.57 million or 1.65%, and loans held for sale decreased $2.04 million or 6.53%.8.76%. Total liabilities remained flat, increasing $52.96$77.00 million or less than 1% from year-end 2025. This increase in total liabilities was due mainly to an increase of $59.94$109.81 million or less than 1% in deposits, an increase of $24.51$4.37 million or 10.11%4.58% in accruedoperating andlease otherright-of-use liabilities, and an increase of $1.97$2.15 million or 5.62%6.12% in the allowance for lending-related commitments. Partially offsetting these increases in liabilities was a $32.40$31.58 million or 16.32%15.90% decrease in securities sold under agreements to repurchase.repurchase and an $8.54 million or 3.52% decrease in accrued expenses and other liabilities. Shareholders’ equity was relatively flat from year-end 2025, decreasingincreasing $7.86$14.55 million or less than 1%.
Cash and cash equivalents at MarchJune 31,30, 2026 decreased $237.22$460.95 million or 9.33%18.13% from year-end 2025. In particular, interest-bearing deposits with other banks decreased $258.67$491.10 million or 11.28%,21.41%, as United placed less cash in an interest-bearing account with the Federal Reserve, while cash and due from banks increased $21.42$30.11 million or 8.65%.12.16%. Federal funds sold increased $25$42 thousand or 1.84%.3.09%. During the first threesix months of 2026, net cash of $160.86$266.02 million was provided by operating activities while net cash of $304.11$564.99 million and $93.96$161.97 million were used in investing and financing activities. See the unaudited Consolidated Statements of Cash Flows (unaudited) for data on cash and cash equivalents provided and used in operating, investing and financing activities for the first threesix months of 2026 and 2025.
Total investment securities at MarchJune 31,30, 2026 increased $130.17$258.63 million or 3.83%.7.61%. Securities available for sale increased $152.62$260.30 million or 4.99%.8.51%. This change in securities available for sale reflects $350.41$807.30 million in sales, maturities and calls of securities, $514.59$1.07 millionbillion in purchases, and a decrease of $13.21$6.56 million in market value. Equity securities were $12.25$30.11 million at MarchJune 31,30, 2026, a decrease of $22.51$4.65 million or 64.76%13.39% due mainly to the sale of equity securities totaling $26.65$27.82 million partially offset by the purchase of $4.16$18.35 million in equity securities during the first quartersix months of 2026. Other investment securities were flat, increasing $60$2.98 thousandmillion or less than 1% from year-end 2025.
At MarchJune 31,30, 2026, gross unrealized losses on available for sale securities were $226.45$218.49 million. Securities with the most significant gross unrealized losses at MarchJune 31,30, 2026 consisted primarily of agency residential mortgage-backed securities, state and political subdivision securities, agency commercial mortgage-backed securities and corporate securities.
As of MarchJune 31,30, 2026, United’s available for sale mortgage-backed securities had an amortized cost of $2.13$2.28 billion, with an estimated fair value of $1.99$2.14 billion. The portfolio consisted primarily of $1.67$1.92 billion in agency residential mortgage-backed securities with a fair value of $1.56$1.79 billion, $42.30$41.94 million in non-agency residential mortgage-backed securities with an estimated fair value of $38.55$38.35 million, and $413.08$327.17 million in commercial agency mortgage-backed securities with an estimated fair value of $390.55$312.76 million.
As of MarchJune 31,30, 2026, United’s available for sale state and political subdivisions securities had an amortized cost of $569.15$564.69 million, with an estimated fair value of $510.65$509.24 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 MarchJune 31,30, 2026.
As of MarchJune 31,30, 2026, United’s available for sale corporate securities had an amortized cost of $450.24$401.45 million, with an estimated fair value of $435.26$389.42 million. The portfolio consisted of $13.32$13.33 million in single issue trust preferred securities with an estimated fair value of $12.67$12.96 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 $204.17$175.61 million and a fair value of $202.04$173.53 million and other corporate securities, with an amortized cost of $232.75$212.50 million and a fair value of $220.54$202.94 million.
United’s available for sale single issue trust preferred securities had a fair value of $12.67$12.96 million as of MarchJune 31,30, 2026. Of the $12.67$12.96 million, $7.42$7.44 million or 58.55%57.40% were investment grade rated and $5.25$5.52 million or 41.45%42.60% were unrated. The two largest exposures accounted for 100% of the $12.67$12.96 million. These included Truist Bank at $7.42$7.44 million and Emigrant Bank at $5.25$5.52 million. All single issue trust preferred securities are currently receiving full scheduled principal and interest payments.
During the firstsecond quarter of 2026, United did not recognize any credit losses on its available for sale investment securities. Management does not believe that any individual security with an unrealized loss as of MarchJune 31,30, 2026 is impaired. United believes the decline in value resulted from changes in market interest rates, credit spreads and liquidity, not a deterioration of credit. Based on a review of each of the securities in the available for sale investment portfolio, management concluded that it was more-likely-than-not that it would be able to realize the cost basis investment and appropriate interest payments on such 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 MarchJune 31,30, 2026, there was no allowance for credit losses related to the Company’s available for sale securities. 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.
Loans held for sale were $29.24$35.22 million at MarchJune 31,30, 2026, aan decreaseincrease of $2.04$3.95 million or 6.53%12.62% from year-end 2025. Loan salesoriginations in the secondary market exceeded originationssales during the first threesix months of 2026. Loan originations for the first threesix months of 2026 were $87.05$195.20 million while loans sales were $89.10$191.25 million.
Loans, net of unearned income, increased $154.02$285.40 million or less than 1%1.16% from year-end 2025. Since year-end 2025, commercial, financial and agricultural loans increased $171.54$425.24 million or 1.20%2.98% as a result of a $197.45$403.09 million or 1.88%3.84% increase in commercial real estate loans,loans which was partially offset byand a $25.91$22.15 million or less than 1% decreaseincrease in commercial loans (not secured by real estate). Residential real estate loans increased $16.79$81.75 million whileor 1.34% and consumer loans increased $13.99 million or 1.80%. Partially offsetting these increases in loans, net of unearned income, was a $235.36 million or 6.59% decrease in construction and land development loans decreased $28.91 million and consumer loans decreased $5.30 million.loans.
The balance of bank-owned life insurance increased $4.18$10.91 million or 1.99% for the first six months of 2026 due to an increase in the cash surrender value of underlying policies.
Other assets remained relatively flat from year-end 2025, decreasing $999$746 thousand or less than 1% from year-end 2025 as prepaid assets decreased $5.06$2.59 million, income taxes receivable decreased $2.01 million due to timing differences and core deposit intangibles decreased $1.84$3.68 million due to amortization.amortization, accounts receivable decreased $688 thousand due to timing differences, and repossessions decreased $609 thousand. Partially offsetting these decreases were increases in deferred tax assets of $4.41$2.10 million due mainly to the decrease in the fair value of available for sale securities, OREO of $1.53$1.35 million and accountsincome tax receivable of $1.79$2.48 million.
Deposits represent United’s primary source of funding. Total deposits at MarchJune 31,30, 2026 increased $59.94$109.81 million or less than 1% from year-end 2025. In terms of composition, noninterest-bearing deposits decreasedincreased $163.71$158.10 million or 2.49%2.41% while interest-bearing deposits increaseddecreased $223.66$48.30 million or 1.09%less than 1% from December 31, 2025.
Noninterest-bearing deposits consist of demand deposit and noninterest bearing money market (“MMDA”) account balances. The $163.71$158.10 million decreaseincrease in noninterest-bearing deposits was due to a $156.81$88.52 million decrease in official checks and a $30.41 million decreaseincrease in commercial noninterest-bearing deposits. Partially offsetting these decreases wasdeposits, a $38.43$14.42 million increase in personal noninterest-bearing deposits and a $5.73$20.65 million increase in official checks. Partially offsetting these increases was a $20.15 million decrease in public funds noninterest-bearing deposits.
Interest-bearing deposits consist of interest-bearing transactions, regular savings, interest-bearing MMDA, and time deposit account balances. Interest-bearing transaction accounts decreased $39.74$219.65 million since year-end 2025 as the result of a $59.80$198.44 million decrease in public fundscommercial interest-bearing transaction accounts, and a $52.07 million decrease in personal interest-bearing transaction accounts, which were partially offset by a $16.53$30.86 million increase in commercialpublic funds interest-bearing transaction accounts. Regular savings accounts increased $20.89$7.82 million mainly as a result of a $27.94$16.24 million increase in personal savings accounts, partially offset by a $8.08 million decrease in commercial savings accounts. Interest-bearing MMDAs increased $198.35$62.11 million. In particular, personalcommercial MMDAs increased $64.96$93.65 million while commercialpersonal MMDAs anddecreased public$33.19 funds MMDAs increased $114.40 million and $18.99 million, respectively.million.
Time deposits under $100,000 increased $5.73$1.93 million or less than 1% from year-end 2025. This increase in time deposits under $100,000 was the result of a $26.26$29.64 million increase in fixed rate Certificates of Deposits (“CDs”) under $100,000 and a $1.77$3.35 million increase in Certificate of Deposit Account Registry Service (“CDARS”) under $100,000, partiallymostly offset by a $23.49$32.15 million decrease in variable rate CDs.
Since year-end 2025, time deposits over $100,000 increased $38.44$99.51 million or 1.14%2.96% as fixed rate CDs increased $56.84$74.65 million and public funds CDs increased $48.05 million. Partially offsetting thisthese increaseincreases was a $14.47$21.26 million decrease in variable rate CDs and a $5.47$1.93 million decrease in CDARS over $100,000.
2025, respectively.
Total borrowings at MarchJune 31,30, 2026 decreased $32.00$30.78 million or 4.38%4.21% since year-end 2025. During the first threesix months of 2026, short-term borrowings decreased $32.40$31.58 million or 16.32%15.90% due to a decrease in securities sold under agreements to repurchase. Long-term borrowings remained flat, increasing $399$798 thousand or less than 1% from year-end 2025.
Accrued expenses and other liabilities at MarchJune 31,30, 2026 increaseddecreased $24.51$8.54 million or 10.11%3.52% from year-end 2025. In particular, business franchise taxes decreased $6.85 million, income taxes payable increaseddecreased $30.80$687 millionthousand due to timing differences, businessincentives franchisepayable taxesdecreased increased$10.20 $3.03million million,due to payments, interest payable decreased $910 thousand due to a decrease in interest-bearing deposits as well as a lower average interest rate paid on these deposits and other accrued loan expenses increaseddecreased $10.43$5.00 million. Partially offsetting these increasesdecreases was aan decreaseincrease of $16.69$13.04 million in incentivesaccrued payablemortgage dueescrow to payments.expense.
Shareholders’ equity at MarchJune 31,30, 2026 was $5.49$5.51 billion, which was aan decreaseincrease of $7.86$14.55 million or less than 1% from year-end 2025.
Retained earnings increased $71.03$149.80 million or 3.27%6.90% from year-end 2025. Earnings net of dividends for the first threesix months of 2026 were $71.03$149.80 million.
Accumulated other comprehensive income decreased $10.19$4.44 million or 7.33%3.20% from year-end 2025 due mainly to a decrease of $10.05$5.00 million in the fair value of United’s available for sale investment portfolio, net of deferred income taxes. The fair value of cash flow hedges, net of deferred income taxes, decreasedincreased $136$555 thousand.
Treasury stock increased $70.91$137.64 million or 18.59%.36.09%. During the first quartersix months of 2026, United repurchased 1,739,5013,241,721 shares on the open market under a repurchase plan approved by United’s Board of Directors at a cost of $69.43$135.43 million or an average share price of $39.92.$41.78.
Net income for the second quarter and first six months of 2026 was $131.38 million and $255.58 million, respectively, as compared to earnings of $120.72 million and $205.03 million for the second quarter and first six months of 2025. Diluted earnings per share were $0.95 for the second quarter of 2026 and $0.85 for the second quarter of 2025. Diluted earnings per share were $1.83 for the first six months of 2026 as compared to $1.44 for the first six months of 2025. On a linked-quarter basis, net income for the first quarter of 2026 was $124.20 million or $0.89 per diluted share.
Net income for the first quarter of 2026 was $124.20 million as compared to earnings of $84.31 million for the first quarter of 2025. Diluted earnings per share were $0.89 for the first quarter of 2026 and $0.59 for the first quarter of 2025. On a linked-quarter basis, net income for the fourth quarter of 2025 was $128.83 million or $0.91 per diluted share.
As previously mentioned, United completed its acquisition of Piedmont on January 10, 2025. The financial results of Piedmont are included in United’s results from the acquisition date. As a result of the acquisition, United recorded acquisition-related costs for the Piedmont merger of $30.04$1.32 million,million for the second quarter of 2025 and $31.36 million for the first six months of 2025, including a provision for credit losses of $18.73 million for purchased non-PCD loans forrecorded in the first quarter of 2025.
For the second quarter of 2026, United’s annualized return on average assets was 1.56% and return on average shareholders’ equity was 9.53% as compared to 1.49% and 9.05% for the firstsecond three monthsquarter of 20262025. United’s annualized return on average assets was 1.49% and return on average shareholders’ equity was 9.08% as compared to 1.06% and 6.47%, respectively, for the first three monthsquarter of 2025. On a linked-quarter basis,2026. United’s annualized return on average assets for the fourthfirst quartersix months of 20252026 was 1.52%1.53% and return on average shareholders’ equity was 9.31%.9.31% as compared to 1.28% and 7.78% for the first six months of 2025. For the second quarter and first three monthshalf of 2026, United’s annualized return on average tangible common equity, a non-GAAP measure, was 14.40%,15.15% and 14.77%, respectively, as compared to 10.61%14.67% and 12.67% for the second quarter and first three monthshalf of 2025.2025, On a linked-quarter basis,respectively. United’s annualized return on average tangible common equity was 14.86%14.40% for the fourthfirst quarter of 2025.2026.
Net interest income for the firstsecond quarter of 2026 increased $22.46$10.78 million, or 8.64%3.92% from the firstsecond quarter of 2025. The increase of $22.46$10.78 million in net interest income occurred because total interest income decreased $3.00 million while total interest expense decreased $13.77 million from the second quarter of 2025. Net interest income for the first half of 2026 increased $33.24 million or 6.22% from the first half of 2025. The increase of $33.24 million in net interest income occurred because total interest income increased $12.28$9.28 million while total interest expense decreased $10.18$23.95 million from the first quarterhalf of 2025. Net interest income for the firstsecond quarter of 2026 decreasedwas $4.94relatively flat from the first quarter of 2026, increasing $2.80 million, or 1.72%,less fromthan the1%. fourthThe quarterslight increase of 2025. The decrease of $4.94$2.80 million in net interest income occurred because total interest income decreasedincreased $14.12$2.27 million while total interest expense decreased $9.18$529 millionthousand from the fourthfirst quarter of 2025.2026.
The provision for credit losses was $4.96 million and $12.74 million for the second quarter and first half of 2026, respectively, while the provision for credit losses was $5.89 million and $34.99 million for the second quarter and first half of 2025. The provision for credit losses was $7.78 million for the first quarter of 20262026. as compared to $29.10 million for the first quarter of 2025. ThisThe decrease in the provision for credit losses for the first half of 2026 was mainly due to the previously mentioned $18.73 million of provision recorded on purchased non-PCD loans from Piedmont during the first quarter of 2025. The provision for credit losses was $6.78 million for the fourth quarter of 2025.Piedmont.
For the firstsecond quarter of 2026, noninterest income increased $4.51$7.05 million or 15.26%22.40% andfrom $3.13the second quarter of 2025 while noninterest income for the first six months of 2026 increased $11.56 million or 10.11%18.94% from the first quartersix and fourth quartermonths of 2025, respectively.2025. These increases were primarily due to increased fees from brokerage services andservices, net gains on investment securities and other noninterest income. Noninterest income for the salesecond quarter of equity2026 securitiesincreased in$4.44 million, or 13.04%, from the first quarter of 2026.
Noninterest expense for the second quarter of 2026 increased $6.70 million or 4.52% from the second quarter of 2025 primarily due to increases in employee compensation and employee benefits. For the first six months of 2026, noninterest expense increased $5.94 million or 1.97% from the first six months of 2025 driven by increases in employee compensation, employee benefits, and equipment expense partially reduced by merger-related expenses from the Piedmont acquisition in the first six months of 2025. Noninterest expense for the second quarter of 2026 increased $1.90 million, or 1.24%, from the first quarter of 2026.
Income taxes for the second quarter of 2026 were $32.77 million as compared to $31.37 million for the second quarter of 2025. For the first six months of 2026 and 2025 income tax expense was $64.55 million and $53.99 million, respectively. These increases in income tax expense for the 2026 time periods above were primarily due to higher earnings partially offset by lower effective tax rates. Income tax expense increased $977 thousand from the first quarter of 2026 due mainly to increased earnings partially offset by a lower effective tax rate. For the quarters ended June 30, 2026 and 2025, United’s effective tax rate was 19.96% and 20.62%, respectively. The effective tax rate for the first six months of 2026 and 2025 was 20.16% and 20.85%, respectively. For the quarter ended March 31, 2026, United’s effective tax rate was 20.38%.
Noninterest expense for the first quarter of 2026 was flat, decreasing $759 thousand or less than 1% from the first quarter of 2025. The decrease was due mainly to merger-related expenses from the Piedmont acquisition incurred in the first quarter of 2025 being mostly offset by increases in employee compensation and employee benefits expenses during the first quarter of 2026. Noninterest expense for the first quarter of 2026 was also flat from the fourth quarter of 2025, increasing $1.10 million or less than 1% from the fourth quarter of 2025. The increase was primarily due to an increase in employee benefits expense mostly offset by decreases in data processing expense and the amortization of investment tax credits within other expense.
Income taxes increased $9.16 million or 40.49% for the first three months of 2026 as compared to the first three months of 2025 primarily due to higher earnings partially offset by a lower effective tax rate. On a linked-quarter basis, income taxes increased $720 thousand or 2.32% for the first quarter of 2026 as compared to the fourth quarter of 2025 due mainly to a higher effective tax rate partially offset by lower earnings. The effective tax rate was 20.38% and 21.16% for the first quarter of 2026 and 2025, respectively. The effective tax rate was 19.43% for the fourth quarter of 2025.
Net interest income for the firstsecond quarter of 2026 was $282.52$285.31 million, which was an increase of $22.46$10.78 million or 8.64%3.92% from the firstsecond quarter of 2025. The $22.46$10.78 million increase in net interest income occurred because total interest income decreased $3.00 million while total interest expense decreased $13.77 million from the second quarter of 2025. Net interest income for the first half of 2026 was $567.83 million, which was an increase of $33.24 million or 6.22% from the first half of 2025. The $33.24 million increase in net interest income occurred because total interest income increased $12.28$9.28 million while total interest expense decreased $10.18$23.95 million from the first quarterhalf of 2025. On a linked-quarter basis, net interest income for the firstsecond quarter of 2026 decreasedwas $4.94relatively million, or 1.72%,flat from the fourthfirst quarter of 2025.2026, increasing $2.80 million or less than 1%. The $4.94$2.80 million decreaseslight increase in net interest income occurred because total interest income decreasedincreased $14.12$2.27 million while total interest expense decreased $9.18$529 millionthousand from the fourthfirst quarter of 2025.2026.
For the purpose of this remaining discussion, net interest income is presented on a fully tax-equivalent basis to provide a comparison among all types of interest earning assets. The fully tax-equivalent basis adjusts for the tax-favored status of income from certain loans and investments. 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.
Fully tax-equivalent net interest income for the second quarter of 2026 was $286.10 million, an increase of $10.77 million or 3.91% from the second quarter of 2025. The increase in fully tax-equivalent net interest income was primarily due to a lower rate paid on average interest-bearing deposits and an increase in average net loans partially offset by a lower yield on average net loans and an increase in average interest-bearing deposits. The rate paid on average interest-bearing deposits decreased 38 basis points from the second quarter of 2025. Average net loans increased $970.63 million, or 4.10%, from the second quarter of 2025. The yield on average net loans decreased 27 basis points from the second quarter of 2025. Acquired loan accretion income decreased $6.76 million from the second quarter of 2025. Average interest-bearing deposits increased $900.48 million, or 4.59%, from the second quarter of 2025. The net interest margin was 3.81% for both the second quarter of 2026 and the second quarter of 2025.
Fully tax-equivalent net interest income for the first half of 2026 increased $33.23 million, or 6.20%, from the first half of 2025. The increase in fully tax-equivalent net interest income was primarily due to an increase in average net loans and a lower rate paid on average interest-bearing deposits. These increases to fully tax-equivalent net interest income were partially offset by a lower yield on average net loans and an increase in average interest-bearing deposits. Average net loans increased $1.18 billion, or 5.02%, from the first half of 2025. The rate paid on average interest-bearing deposits decreased 37 basis points from the first half of 2025. The yield on average net loans decreased 17 basis points from the first half of 2025. Acquired loan accretion income decreased $5.27 million from the first half of 2025. Average interest-bearing deposits increased $1.07 billion, or 5.51%, from the first half of 2025. The net interest margin was 3.80% and 3.75% for the first half of 2026 and the first half of 2025, respectively.
Tax-equivalent net interest income for the first quarter of 2026 was $283.30 million, an increase of $22.46 million or 8.61% from the first quarter of 2025. This increase in tax-equivalent net interest income was primarily due to an increase in average earning assets, mainly net loans, and a lower average cost of interest-bearing funds, mainly deposits. These increases to tax-equivalent net interest income were partially offset by an increase in average interest-bearing funds, mainly deposits, and a lower yield on average earning assets, mainly short-term investments. Average earning assets for the first quarter of 2026 increased $1.54 billion or 5.39% from the first quarter of 2025. The increase in average earning assets was due mainly to a $1.38 billion or 5.97% increase in average net loans as well as increases of $107.72 million or 5.05% and $48.75 million or 1.50% in average short-term investments and average investment securities, respectively. Average interest-bearing funds for the first quarter of 2026 increased $1.24 billion or 6.17% from the first quarter of 2025. In particular, average interest-bearing deposits increased $1.25 billion or 6.44% while average short-term borrowings increased $15.35 million or 9.19% and average long-term borrowings decreased $22.64 million or 4.08% from the first quarter of 2025. The average cost of funds for the first quarter of 2026 decreased 36 basis points due primarily to a decrease in interest rates from the first quarter of 2025. Most notably, the cost of average interest-bearing deposits decreased 36 basis points and the cost of average short-term and long-term borrowings decreased 32 basis points and 28 basis points, respectively, from the first quarter of 2025. The average yield on earning assets for the first quarter of 2026 decreased 13 basis points from the first quarter of 2025. In particular, the yield on average short-term investments decreased 76 basis points while the yield on average net loans and average investment securities declined 8 basis points and 15 basis points, respectively. For the first quarter of 2026, interest income and tax-equivalent net interest income included $7.47 million of acquired loan accretion income as compared to $5.99 million for the first quarter of 2025. The net interest margin of 3.80% for the first quarter of 2026 was an increase of 11 basis points from the net interest margin of 3.69% for the first quarter of 2025.
On a linked-quarter basis, fully tax-equivalent net interest income decreasedfor $4.96the millionsecond orquarter 1.72%of 2026 was relatively flat from the fourthfirst quarter of 2025.2026, increasing $2.80 million, or less than 1%. The net interest margin was 3.80%3.81% and 3.83%3.80% for firstsecond quarter of 2026 and the fourthfirst quarter of 2025,2026, respectively. The interest rate spread for the second quarter of 2026 increased a basis point to 3.07% from the first quarter of 2026 increased 2 basis points to 3.06% from the fourth quarter of 2025 due to a 143 basis point decrease in the average cost of funds partially offset by a 122 basis point decrease in the yield on average earning assets. The decrease in the average cost of funds was primarily due to a 142 basis point decrease in the average rate paid on average interest-bearing deposits. The decrease in the yield on average earning assets was primarilydriven dueby toa an 116 basis point decrease in the yield on average net loans,loans partially offset by a 2619 basis point increase in the yield on average investment securities. Acquired loan accretion income was $5.00 million for the second quarter of 2026, a decrease of $2.47 million from the first quarter of 2026 which contributed to an approximately 4 basis point decrease in the interest spread and in the net interest margin. The increase in the yield on average short-terminvestment investmentssecurities andreflects lowerUnited’s acquiredstrategic loan accretion income. Acquired loan accretion income for the first quarterpurchases of 2026higher decreasedyielding $988investment thousandsecurities orthroughout 11.68% from the fourth quarter of 2025.2026.
United’s fully 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 fully tax-equivalent net interest income for the three months ended MarchJune 31,30, 2026, June 30, 2025 and March 31, 20252026 and Decemberthe 31,six months ended June 30, 2026 and June 30, 2025:
The following tables reconcile the difference between net interest income and fully tax-equivalent net interest income for the three months ended MarchJune 31,30, 2026, June 30, 2025 and March 31, 20252026 and Decemberthe 31,six months ended June 30, 2026 and June 30, 2025.
The following table shows the unaudited consolidated daily average balance of major categories of assets and liabilities for the three-month periods ended MarchJune 31,30, 2026 and 2025, respectively, with the interest and rate earned or paid on such amount. The interest income and yields on federally nontaxable loans and investment securities are presented on a fully tax-equivalent basis using the statutory federal income tax rate of 21% for the three-month period ended MarchJune 31,30, 2026 and 2025. Interest income on all loans and investment securities was subject to state income taxes.
The following table shows the unaudited consolidated daily average balance of major categories of assets and liabilities for the three-month periods ended MarchJune 31,30, 2026 and DecemberMarch 31, 2025,2026, respectively, with the interest and rate earned or paid on such amount. The interest income and yields on federally nontaxable loans and investment securities are presented on a fully tax-equivalent basis using the statutory federal income tax rate of 21% for the three-month period ended MarchJune 31,30, 2026 and DecemberMarch 31, 2025.2026. Interest income on all loans and investment securities was subject to state income taxes.
The following table shows the unaudited consolidated daily average balance of major categories of assets and liabilities for the six-month periods ended June 30, 2026 and 2025, respectively, with the interest and rate earned or paid on such amount. The interest income and yields on federally nontaxable loans and investment securities are presented on a fully tax-equivalent basis using the statutory federal income tax rate of 21% for the six-month period ended June 30, 2026 and 2025. Interest income on all loans and investment securities was subject to state income taxes.
The provision for credit losses was $7.78$4.96 million and $12.74 million for the firstsecond quarter and first half of 20262026, respectively, as compared to a provision for credit losses of $29.10$5.89 million and $34.99 million for the firstsecond quarter and first half of 2025.2025, respectively. On a linked-quarter basis, the provision for credit losses for the fourthfirst quarter of 20252026 was $6.78$7.78 million. The provision for credit losses for the first quarter and first half of 2025 included provision expense of $18.73 million recorded for purchased non-PCD loans from Piedmont. United’s provision for credit losses relates to its portfolio of loans and leases, available-for-sale securities and held-to-maturity securities are discussed in more detail in the following paragraphs.
For the quarter ended MarchJune 31,30, 2026, the provision for loan and lease losses was $7.78$4.96 million as compared to a provision for loan and lease losses of $29.10$5.89 million for the quarter ended MarchJune 31,30, 2025. The lowerprovision for loan and lease losses for the first six months of 2026 was $12.74 million as compared to a provision for loan and lease losses of $34.99 million for the first six months of 2025. The higher amount of provision expense for the first quarter of 2026 compared to the first quarterhalf of 2025 was mainly due to the previously mentioned provision expense of $18.73 million recorded for purchased non-PCD loans from Piedmont during the first quarter of 2025.Piedmont. Net charge-offs were $5.70 million for the second quarter and first quartersix months of 2026 were $5.06 million and $10.75 million, respectively, as compared to net charge-offs of $8.04$8.35 million and $16.39 million, respectively, for the second quarter and first quartersix months of 2025. The lower amount of net charge-offs for 2026 as compared to 2025 was primarily due to decreased charge-offs within the consumer and other commercial real estate nonowner-occupied loan segments. On a linked-quarter basis, the provision for loan and lease losses for the fourth quarter of 2025 was $6.78 million. Net charge-offs were $9.31$7.78 million for the fourth quarter of 2025. Annualized net charge-offs as a percentage of average loans and leases, net of unearned income for the first quarter of 20262026. was 0.15% as compared to annualized netNet charge-offs ofwere 0.14%$5.70 million for the first quarter of 2025 and annualized net charge-offs of 0.15% for the fourth quarter of 2025.2026.
Annualized net charge-offs as a percentage of average loans and leases, net of unearned income for the second quarter and first half of 2026 was 0.08% and 0.09%, respectively, as compared to annualized net charge-offs of 0.14% for both time periods in 2025. Annualized net charge-offs as a percentage of average loans and leases, net of unearned income for the first quarter of 2026 was 0.09%.
The following table shows a summary of United’s nonperforming assets including nonperforming loans and other real estate owned (“OREO”) at MarchJune 31,30, 2026 and December 31, 2025:
United maintains an allowance for loan and lease losses and a reserve for lending-related commitments. The combined allowance for loan losses and reserve for lending-related commitments is considered the allowance for credit losses. At MarchJune 31,30, 2026, the allowance for credit losses was $336.65$336.73 million as compared to $332.59 million at December 31, 2025.
At MarchJune 31,30, 2026, the allowance for loan and lease losses was $299.60$299.50 million as compared to $297.52 million at December 31, 2025. The allowance for loan and lease losses at MarchJune 31,30, 2026 saw the largest increase in the reserves for the commercial real estate nonowner-occupied loan segment from year-end 2025 due to increased outstanding loan balances and an increasedincrease adjustment resulting fromin the reasonableallowance andfor supportableindividually forecastevaluated around economic and business conditions.loans. The largest decrease in reserves at MarchJune 31,30, 2026 was for the real estate construction and development loan segment due to aan improvement in the historical loss rate and decreased adjustmentoutstanding withinloan the reasonable and supportable forecast around strength and growth of the segment.balances. As a percentage of loans and leases, net of unearned income, the allowance for loan and lease losses was 1.20% atfor both MarchJune 31,30, 2026 and December 31, 2025. The ratio of the allowance for loan and lease losses to nonperforming loans and leases or coverage ratio was 291.34%270.68% and 293.22% at MarchJune 31,30, 2026 and December 31, 2025, respectively. The slight decrease in this ratio was due mainly to a larger increase in nonperforming loans as compared to the increase in the allowance for loan and lease losses.
The firstsecond quarter of 2026 qualitative adjustments include analyses of the following:
United’s review of the allowance for loan and lease losses at MarchJune 31,30, 2026 produced increased reserves in two of the four loan categories as compared to December 31, 2025. The allowance related to the commercial, financial & agricultural loan pool, consisting of the owner and non-owner occupiednonowner-occupied commercial real estate and other commercial loan segments, increased $5.75$8.02 million due to increased outstanding loan balances. The consumer loan segment reserve increased $738$988 thousand primarily due to an increase in the quarterly maximum loss experience utilized within the reasonable and supportable forecast adjustment.adjustment as well as increased outstanding loan balances. The real estate construction and development loan segment reserve decreased $4.09$6.65 million due to decreased outstanding loan balances as well as improvement in the reasonable and supportable adjustment. The residential real estate loan segment reserve decreased $319$377 thousand due to an improvement in historical loss rates.
UBSI insider buying and selling (Form 4)
Since 2026-04-11, insiders reported open-market purchases in 0 Form 4 filings and open-market sales in 1 filing (1 insider, 1 trade date, 3,200 shares, about $148.5K). Net open-market shares: -3,200 (purchases minus sales); net value about -$148.5K.Totals add up every open-market (code P and S) line in those filings, using the prices reported in the filings. Awards, option exercises, tax withholding and gifts are listed below but not counted.
| Trade date | Insider | Transaction | Shares | Price | Value |
|---|---|---|---|---|---|
| 2026-09-01 | Nesselroad Mark R |
Open-market sale | 3,200 | $46.42 | $148.5K |
Well-known investors holding UBSI (13F)
None of the 59 investors we track reported a position in their latest 13F.