What changed in this filing

/stocks — the workspaceLOADING

Item 8. Financial Statements and Supplementary Data

2025-02-28 compared with 2024-02-29 · 461 added, 500 removed, 2127 unchanged (31% of the section changed)

4 unchanged sentences

We have audited the accompanying consolidated balance sheets of United Bankshares, Inc.

and subsidiaries (the Company) as of December 31, 2023 and 2022, and the related consolidated statements of income, comprehensive income, changes in shareholders’ equity and cash flows for each of the three years in the period ended December 31, 2023, and the related notes (collectively referred to as the “consolidated financial statements”).

and subsidiaries (the Company) as of December 31, 2024 and 2023, the related consolidated statements of income, comprehensive income, changes in shareholders’ equity and cash flows for each of the three years in the period ended December 31, 2024, and the related notes (collectively referred to as the “consolidated financial statements”).

In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company at December 31, 2024 and 2023, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2024, in conformity with U.S.

19 unchanged sentences

The Company’s loan portfolio totaled $21.7 billion as of December 31, 2024, and the associated allowance for loan losses (ALL) for the loan portfolio was $272 million.

As discussed in Notes A and E to the consolidated financial statements, the ALL is an estimate of the expected credit losses on loans at amortized cost to present the net amount expected to be collected as of the balance sheet date.

As discussed in Notes A and F to the consolidated financial statements, the ALL is an estimate of the expected credit losses on loans at amortized cost to present the net amount expected to be collected as of the balance sheet date.

The ALL is based on the credit losses expected to arise over the life of the asset.

26 unchanged sentences

Total cash and cash equivalents

Securities available for sale at estimated fair value (amortized cost-$ 4,149,895 at December 31, 2023 and $ 5,011,729 at December 31, 2022, allowance for credit losses of $ 0 at December 31, 2023 and December 31, 2022)

Securities held to maturity, net of allowance for credit losses of $ 17 at December 31, 2023 and $ 18 at December 31, 2022 (estimated fair value-$ 1,020 at December 31, 2023 and December 31, 2022)

Securities available for sale at estimated fair value (amortized cost-$ 3,282,690 at December 31, 2024 and

$ 4,149,895 at December 31, 2023, allowance for credit losses of $ 0 at December 31, 2024 and

December 31, 2023)

Securities held to maturity, net of allowance for credit losses of $ 18 at December 31, 2024 and $ 17 at

December 31, 2023 (estimated fair value-$ 1,020 at December 31, 2024 and December 31, 2023)

Equity securities at estimated fair value

7 unchanged sentences

Bank premises and equipment

Operating lease right-of-use

Operating lease right-of-use assets

Mortgage servicing rights

13 unchanged sentences

Preferred stock, $ 1.00 par value;

Authorized- 50,000,000

shares, no ne issued

Authorized- 50,000,000 shares, no ne issued

Common stock, $ 2.50 par value;

Authorized- 200,000,000

issued- 142,257,646

and 142,011,560 at December 31, 2023 and December 31, 2022, respectively, including 7,308,583 and 7,266,438 shares in treasury at December 31, 2023 and December 31, 2022, respectively

Authorized- 200,000,000 shares;

issued- 142,694,816 and 142,257,646 at

December 31, 2024 and December 31, 2023, respectively, including 7,348,188 and 7,308,583 shares in treasury

at December 31, 2024 and December 31, 2023, respectively

Retained earnings

43 unchanged sentences

FDIC insurance expense

FHLB prepayment penalties

Other expense

15 unchanged sentences

Year Ended December 31

Change in net unrealized gain (loss) on available-for-sale

Other comprehensive income (loss) on available-for-sale

(“AFS”) securities, net of tax

Change in net unrealized (loss) gain on cash flow hedge, net of tax

Change in defined benefit pension plan, net of tax

Comprehensive income, net of tax

Other comprehensive (loss) income on cash flow hedge, net of tax

Other comprehensive income on defined benefit pension plan, net of tax

Total comprehensive income, net of tax

See notes to consolidated financial statements

11 unchanged sentences

Stock based compensation expense

Acquisition of Community Bankers Trust Corporation ( 7,135,771 shares)

Stock grant forfeiture ( 9,071 shares)

Purchase of treasury stock ( 2,289,859 shares)

Cash dividends ($ 1.44 per share)

Stock grant forfeiture ( 7,400 shares)

Net issuance of common stock under stock-based compensation plans ( 651,294 shares)

1 unchanged sentence

Comprehensive income:

Other comprehensive loss, net of tax

Other comprehensive income, net of tax

Total comprehensive income, net of tax

36 unchanged sentences

Originations of mortgage servicing rights

Impairment of mortgage servicing rights

Recoveries of impairment on mortgage servicing rights

6 unchanged sentences

INVESTING ACTIVITIES

Proceeds from maturities and calls of held to maturity securities

Proceeds from sales of securities available for sale

5 unchanged sentences

Purchases of other investment securities

Purchases of bank-owned life insurance policies

Redemption of bank-owned life insurance policies

2 unchanged sentences

Proceeds from sales of mortgage servicing rights

Acquisition of subsidiaries, net of cash paid

Proceeds from sales of OREO properties

27 unchanged sentences

Transfers of loans to OREO

assets obtained in the exchange for lease liabilities

Right-of-use assets obtained in the exchange for lease liabilities

Acquisition of subsidiaries and purchase price adjustments:

6 unchanged sentences

December 31, 2024

NOTE A--SUMMARY

OF SIGNIFICANT ACCOUNTING POLICIES

NOTE A--SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Nature of Operations:

9 unchanged sentences

Through its acquisition of Community Bankers Trust, United added new markets in Baltimore and Annapolis, Maryland and Lynchburg and Richmond, Virginia as well as the Northern Neck of Virginia.

United considers all of the above locations to be the primary market areas for the business of its banking and mortgage banking subsidiaries.

Operating Segments:

United operates in two business segments:

community banking and mortgage banking.

Through its community banking segment, United offers a full range of banking products and services through various delivery channels.

United considers all of the above locations to be the primary market areas for its business.

Operating and Reporting Segments

As of December 31, 2024, United’s business activities are confined to one operating segment, United Bank, and one reportable segment, community banking.

As a community banking entity, United, through United Bank, offers a full range of products and services through various delivery channels.

Included among the banking products and services offered are the acceptance of deposits in checking, savings, time and money market accounts;

the making and servicing of personal, credit card, commercial, and floor plan loans;

and the making of construction and real estate loans.

and the making of construction and real estate loans as well as the origination and sale of residential mortgages in the secondary market.

Also offered are trust and brokerage services, safe deposit boxes, and wire transfers.

The mortgage banking segment engages primarily in the origination and acquisition of residential mortgages for sale into the secondary market through George Mason Mortgage, LLC (“George Mason”) and Crescent Mortgage Company (“Crescent”), indirectly owned subsidiaries of United.

In addition, United, through Crescent, may retain the rights to service a portion of the loans sold in the third-party market as part of its mortgage banking activities, for which United receives service fee income.

In addition, at certain times United may purchase or sell rights to service from or to third parties.

These rights are known as mortgage servicing rights, or MSRs, where the owner of the MSR acts on behalf of the mortgage loan owner and has the contractual right to receive a stream of cash flows in exchange for performing specified mortgage servicing functions.

United’s chief operating decision maker regularly reviews the operating results of United Bank in order to assess performance and make decisions about resource allocation.

At December 31, 2023, United had three operating segments:

United Bank, George Mason Mortgage, LLC (“George Mason”) and Crescent Mortgage Company (“Crescent”), and two reporting segments:

community banking and mortgage banking.

However, during the first quarter of 2024, United consolidated the mortgage origination and sales business of George Mason and Crescent with that of United Bank.

United previously exited the third-party origination (“TPO”) business during the fourth quarter of 2023.

Basis of Presentation:

14 unchanged sentences

In the opinion of management, all adjustments necessary for a fair presentation of financial position and results of operations have been made.

The Company has evaluated events and transactions subsequent to December 31, 2023 through the date

these financial statements were issued.

Based on definitions and requirements of generally accepted accounting principles for “Subsequent Events,” the Company has not identified any events that would require adjustments to, or disclosure in the financial statements.

The Company has evaluated events and transactions subsequent to December 31, 2024 through the date these financial statements were issued.

(“Piedmont”) disclosed in Note B, Notes to Consolidated Financial Statements.

Cash and Cash Equivalents:

15 unchanged sentences

Allowance for Credit Losses (AFS Debt Securities)

The impairment model for available-for-sale

(“AFS”) debt securities differs from the CECL methodology applied for HTM debt securities because AFS debt securities are measured at fair value rather than amortized cost.

The impairment model for available-for-sale (“AFS”) debt securities differs from the CECL methodology applied for HTM debt securities because AFS debt securities are measured at fair value rather than amortized cost.

Although ASC Topic 326, “Financial Instruments – Credit Losses” replaced the legacy other-than-temporary impairment (“OTTI”) model with a credit loss model, it retained the fundamental nature of the legacy OTTI model.

For AFS debt securities in an unrealized loss position, the Company first assesses whether it intends to sell, or it is more-likely-than-not

that it will be required to sell, the security before recovery of its amortized cost basis.

For AFS debt securities in an unrealized loss position, the Company first assesses whether it intends to sell, or it is more-likely-than-not that it will be required to sell, the security before recovery of its amortized cost basis.

If either criteria is met, the security’s amortized cost basis is written down to fair value through income.

10 unchanged sentences

Equity securities:

Investments in equity securities with readily determinable fair values (marketable) are measured at fair value

, with changes in the fair value recognized in Net investment securities gains in the Consolidated Statements of Income.

Investments in equity securities with readily determinable fair values (marketable) are measured at fair value, with changes in the fair value recognized in Net investment securities gains in the Consolidated Statements of Income.

Other investment securities:

Certain security investments such as Federal Reserve Bank stock and Federal Home Loan Bank stock that do not have readily determinable fair values (non-marketable)

are accounted for at cost minus impairment, if any.

For other security investments that do not have readily determinable fair values (non-marketable),

they are accounted for at cost minus impairment, if any, plus or minus changes resulting from observable price changes in orderly transactions for the identical or similar investment of the same issuer, also referred to as the measurement alternative.

Certain security investments such as Federal Reserve Bank stock and Federal Home Loan Bank stock that do not have readily determinable fair values (non-marketable) are accounted for at cost minus impairment, if any.

For other security investments

that do not have readily determinable fair values (non-marketable), they are accounted for at cost minus impairment, if any, plus or minus changes resulting from observable price changes in orderly transactions for the identical or similar investment of the same issuer, also referred to as the measurement alternative.

Any adjustments to the carrying value of these investments are recorded in Other income in the Consolidated Statements of Income.

27 unchanged sentences

For loans and leases acquired after the adoption of ASC Topic 326, United will likely take several factors into consideration when determining if loans and leases meet the definition of PCD.

ASC Topic 326 lists some, but not all, factors for consideration in the bifurcation of PCD versus non-PCD

ASC Topic 326 lists some, but not all, factors for consideration in the bifurcation of PCD versus non-PCD assets:

Financial assets that are delinquent as of the acquisition date

1 unchanged sentence

Financial assets that have been placed on nonaccrual status

For acquired loans not deemed purchased credit deteriorated at acquisition, the differences

between the initial fair value and the unpaid principal balance are recognized as interest income on a level-yield basis over the lives of the related loans.

For acquired loans not deemed purchased credit deteriorated at acquisition, the differences between the initial fair value and the unpaid principal balance are recognized as interest income on a level-yield basis over the lives of the related loans.

Loans Held for Sale:

Loans held for sale consist of one-to-four

family conforming residential real estate loans originated for sale in the secondary market.

Loans held for sale consist of one-to-four family conforming residential real estate loans originated for sale in the secondary market.

Loans held for sale are recorded under the fair value option at a fair value measured using valuations from investors for loans with similar characteristics adjusted for the Company’s actual sales experience versus the investor’s indicated pricing.

5 unchanged sentences

Charge-offs are recognized as a deduction from the allowance for loan losses.

Expected recoveries of amounts previously charged-off,

not to exceed the aggregate of the amount previously charged-off,

are included in determining the necessary reserve at the balance sheet date.

Expected recoveries of amounts previously charged-off, not to exceed the aggregate of the amount previously charged-off, are included in determining the necessary reserve at the balance sheet date.

United made a policy election to present the accrued interest receivable balance separately in its consolidated balance sheets from the amortized cost of a loan.

2 unchanged sentences

Adjustments to historical loss information are made for differences in current loan-specific risk characteristics such as differences in underwriting standards, portfolio mix, delinquency level or term as well as reasonable and supportable forecast adjustments for changes in environmental conditions, such as changes in unemployment rates, property values or other relevant factors.

A reversion to historical loss data occurs via a straight-line method during the year following the one-year

reasonable and supportable forecast period.

A reversion to historical loss data occurs via a straight-line method during the year following the one-year reasonable and supportable forecast period.

United pools its loans and leases based on similar risk characteristics in estimating expected credit losses.

13 unchanged sentences

Loans evaluated individually are not also included in the collective evaluation.

loans, expected credit losses are based on the fair value of the collateral at the reporting date, adjusted for selling costs as appropriate.

When management determines that foreclosure is probable or when the borrower is experiencing financial difficulty at the reporting date and repayment is expected to be provided substantially through the operation or sale of the collateral but may also include other non-performing loans, expected credit losses are based on the fair value of the collateral at the reporting date, adjusted for selling costs as appropriate.

These individually evaluated loans are removed from their respective pools and typically represent collateral dependent loans.

1 unchanged sentence

The contractual term excludes expected extensions, renewals and modifications unless management has a reasonable expectation at the reporting date that the extension or renewal options are included in the original or modified contract at the reporting date and are not unconditionally cancelable by United.

At the acquisition date, an initial allowance for expected credit losses for non-PCD

loans is estimated and recorded as credit loss expense.

At the acquisition date, an initial allowance for expected credit losses for non-PCD loans is estimated and recorded as credit loss expense.

The subsequent measurement of expected credit losses for all acquired loans is the same as the subsequent measurement of expected credit losses for originated loans.

16 unchanged sentences

Intangible assets relating to the estimated fair value of the deposit base of the acquired institutions are being amortized on an accelerated basis over a one

to ten-year period.

Management reviews intangible assets on an annual basis, or sooner if indicators of impairment exist, and evaluates changes in facts and circumstances that may indicate impairment in the carrying value.

1 unchanged sentence

Goodwill is tested for impairment at least annually or sooner if indicators of impairment exist.

United may elect to perform a qualitative analysis to determine whether or not it is more-likely-than-not

that the fair value of a reporting unit is less than its carrying amount.

If United elects to bypass this qualitative analysis, or concludes via qualitative analysis that it is more-likely-than-not

that the fair value of a reporting unit is less than its carrying value, United may use either a market or income quantitative approach, whichever is more practical, to determine the fair value of the reporting unit to compare to its carrying value.

If the estimated fair value of the reporting unit is less than its carrying value, an impairment charge would be recorded for the excess, not to exceed the amount of goodwill allocated to the reporting unit.

United may elect to perform a qualitative analysis to determine whether or not it is more-likely-than-not that the fair value of a reporting unit is less than its carrying amount.

If United elects to bypass this qualitative analysis, or concludes via qualitative analysis that it is more-likely-than-not that the fair value of a reporting unit is less than its carrying value, United may use either a market or income quantitative approach, whichever is more practical, to determine the fair value of the reporting unit to compare to its carrying value.

If the estimated fair value of the reporting unit is less than its carrying value, an

impairment charge would be recorded for the excess, not to exceed the amount of goodwill allocated to the reporting unit.

At each reporting date, the Company considers potential indicators of impairment.

United utilized a qualitative approach to test goodwill for impairment as of September 30, 2023.

United bypassed a qualitative assessment and utilized a quantitative approach to test goodwill for impairment as of September 30, 2024.

The goodwill impairment test did not identify any indicators of goodwill impairment.

As of December 31, 2024, and 2023, total goodwill approximated

1,888,889,000 .

Mortgage Servicing Rights, Fees and Costs:

10 unchanged sentences

Amortization of MSRs and mortgage servicing costs are charged to expense when incurred.

During the third quarter of 2024, United sold its remaining balance of MSRs.

Accrued Interest Receivable

3 unchanged sentences

Continuing our policy to write off accrued interest receivable by reversing interest income in cases where the Company does not reasonably expect to receive payment.

No t measuring an allowance for credit losses for accrued interest receivable due to the Company’s policy of writing off uncollectible accrued interest receivable balances in a timely manner.

Not measuring an allowance for credit losses for accrued interest receivable due to the Company’s policy of writing off uncollectible accrued interest receivable balances in a timely manner.

Revenue Recognition

5 unchanged sentences

Trust services include custody of assets, investment management, escrow services, and similar fiduciary activities.

The Company’s performance obligation is generally satisfied over time and the resulting fees are recognized monthly, based upon the month-end

market value of the assets under management and the applicable fee rate.

The Company’s performance obligation is generally satisfied over time and the resulting fees are recognized monthly, based upon the month-end market value of the assets under management and the applicable fee rate.

Payment is generally received a few days after month end through a direct charge to customers’ accounts.

20 unchanged sentences

Realization of deferred tax assets is dependent upon the generation of a sufficient level of future taxable income and recoverable taxes paid in prior years.

Although realization is not assured, management believes it is more-likely-than-not

that all of the deferred tax assets will be realized.

Although realization is not assured, management believes it is more-likely-than-not that all of the deferred tax assets will be realized.

Interest and/or penalties related to income taxes are reported as a component of income tax expense.

For uncertain income tax positions, United records a liability based on a recognition threshold of more-likely-than-not,

and a measurement attribute for all tax positions taken on a tax return, in order for those tax positions to be recognized in the financial statements.

For uncertain income tax positions, United records a liability based on a recognition threshold of more-likely-than-not, and a measurement attribute for all tax positions taken on a tax return, in order for those tax positions to be recognized in the financial statements.

United files a consolidated income tax return with its subsidiaries.

9 unchanged sentences

For a cash flow hedge, the fair value of the interest rate swap is recognized on the balance sheet as either a freestanding asset or liability with a corresponding adjustment to accumulated other comprehensive income within shareholders’ equity, net of tax.

Subsequent adjustments due to changes in the fair value of a derivative that qualifies as a cash flow hedge are offset to

accumulated other comprehensive income, net of tax and reclassified into earnings in the same line associated with the forecasted transaction when the forecasted transaction affects earnings.

Subsequent adjustments due to changes in the fair value of a derivative that qualifies as a cash flow hedge are offset to accumulated other comprehensive income, net of tax and reclassified into earnings in the same line associated with the forecasted transaction when the forecasted transaction affects earnings.

Fair value hedges may be eligible for offset on the consolidated balance sheets because they are subject to master netting arrangements or similar agreements.

4 unchanged sentences

The change in fair value method compares the change in the fair value of the hedging derivative to the change in the fair value of the hedged exposure, attributable to changes in the benchmark rate.

United through its mortgage banking subsidiaries enters into interest rate lock commitments to finance residential mortgage loans with its customers.

United enters into interest rate lock commitments to finance residential mortgage loans with its customers.

These commitments, which contain fixed expiration dates, offer the borrower an interest rate guarantee provided the loan meets underwriting guidelines and closes within the timeframe established by United.

1 unchanged sentence

Market risk on interest rate lock commitments and mortgage loans held for sale is managed using corresponding forward mortgage loan sales contracts.

United is a party to these forward mortgage loan sales contracts to sell loans with servicing either released or retained and short sales of mortgage-backed securities.

United is a party to these forward mortgage loan sales contracts to sell loans with servicing released and short sales of mortgage-backed securities.

When the interest rate is locked with the borrower, the rate lock commitment, forward sale agreement, and mortgage-backed security position are undesignated derivatives and marked to fair value through earnings.

5 unchanged sentences

United has executed and cleared eligible derivatives through the London Clearing House (“LCH”).

Variation margin at the LCH is distinguished as settled-to-market

and settled daily based on the prior day value, rather than collateralized-to-market.

Variation margin at the LCH is distinguished as settled-to-market and settled daily based on the prior day value, rather than collateralized-to-market.

The daily settlement of the derivative exposure does not change or reset the contractual terms of the instrument.

1 unchanged sentence

Cash flows from derivative financial instruments are classified as cash flows from operating activities on the consolidated statements of cash flows.

Off-balance-sheet

credit exposures

Off-balance-sheet credit exposures

United maintains a reserve for lending-related commitments such as unfunded loan commitments and letters of credit.

3 unchanged sentences

Similar to methodology discussed previously related to the loans and leases receivable portfolio, adjustments are made to the historical losses for current conditions and reasonable and supportable forecast.

Adjustments to the reserve for lending-related commitments on off-balance

sheet credit exposures is recorded as other expense in the consolidated statements of income.

Adjustments to the reserve for lending-related commitments on off-balance sheet credit exposures is recorded as other expense in the consolidated statements of income.

The reserve for lending-related commitments is separately classified on the balance sheet and is included in other liabilities.

15 unchanged sentences

Earnings Per Common Share:

United calculates earnings per common share in accordance with ASC Topic 260, “Earnings Per Share,” which provides that unvested share-based payment awards that contain nonforfeitable rights to dividends or dividend equivalents (whether paid or unpaid) are participating securities and shall be included in the computation of earnings per share pursuant to the two-class

United has determined that its outstanding non-vested

restricted stock awards are participating securities.

Under the two-class

method, basic earnings per common share is computed by dividing net earnings allocated to common stock by the weighted-average number of common shares outstanding during the applicable period, excluding outstanding participating securities.

United has determined that its outstanding non-vested restricted stock awards are participating securities.

Under the two-class method, basic earnings per common share is computed by dividing net earnings allocated to common stock by the weighted-average number of common shares outstanding during the applicable period, excluding outstanding participating securities.

Diluted earnings per common share is computed using the weighted-average number of shares determined for the basic earnings per common share computation plus the dilutive effect of stock compensation using the treasury stock method.

3 unchanged sentences

(Dollars in thousands, except per share)

Distributed earnings allocated to common stock

Undistributed earnings allocated to common stock

Net earnings allocated to common shareholders

Distributed earnings allocated to common

Undistributed earnings allocated to common

Net earnings allocated to common

Average common shares outstanding

19 unchanged sentences

Recent Accounting Pronouncements

In November 2024, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2024-04,

“Induced Conversions of Convertible Debt Instruments.” ASU 2024-04

provides additional guidance on whether induced conversion or extinguishment accounting should be applied to certain settlements of convertible debt instruments that do not occur in accordance with the instruments’ preexisting terms.

requires entities to apply a preexisting contract approach.

To qualify for induced conversion accounting under this approach, the inducement offer is required to preserve the form of consideration and result in an amount of consideration that is not less than that issuable pursuant to the preexisting conversion privileges.

clarifies how entities should assess the form and amount of consideration when applying this approach.

is effective for public business entities for annual periods beginning after December 15, 2025, with early adoption permitted, and can be adopted either on a prospective or retrospective basis.

The adoption of ASU 2024-04

is not expected to have an impact on the Company’s financial condition or results of operations.

In November 2024, the FASB issued Accounting Standards Update ASU 2024-03, “Disaggregation of Income Statement Expenses.” ASU 2024-03 requires disaggregated disclosure of income statement expenses for public business entities.

ASU 2024-03 adds ASC 220-40 to require a footnote disclosure about specific expenses by requiring public business entities to disaggregate, in a tabular presentation, each relevant expense caption on the face of the income statement that includes any of the following natural expenses:

purchases of inventory, employee compensation, depreciation, intangible asset amortization, and depreciation, depletion, and amortization recognized as part of oil- and gas-producing activities or other types of depletion expenses.

Certain other expenses and gains or losses that must be disclosed under existing U.S.

GAAP, and that are recorded in a relevant expense caption, must be presented in the same tabular disclosure.

ASU 2024-03 does not change or remove existing expense disclosure requirements;

however, it may affect where that information appears in the footnote to the financial statements.

ASU 2024-03 is effective for public business entities for annual periods beginning after December 15, 2026.

Entities are permitted to early adopt the standard and apply retrospectively for annual financial statements that have not yet been issued or made available for issuance.

The adoption of ASU 2024-03 is not expected to have an impact on the Company’s financial condition or results of operations but could change certain disclosures in United’s SEC filings.

In December 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2023-09,

1 unchanged sentence

enhances annual income tax disclosures by requiring (1) consistent categories and greater disaggregation of information in the rate reconciliation and (2) income taxes paid disaggregated by jurisdiction.

also includes certain other amendments to improve the effectiveness of income tax disclosures.

also includes certain other amendments to improve the

effectiveness of income tax disclosures.

is effective for public business entities for annual periods beginning after December 15, 2024.

For entities other than public business entities, the amendments are effective for annual periods beginning after December 15, 2025.

Entities are permitted to early adopt the standard for annual financial statements that have not yet been issued or made available for issuance.

10 unchanged sentences

The adoption of ASU 2023-07

is not expected to have an impact on the Company’s financial condition or results of operations but could change certain disclosures in United’s SEC filings.

did not have an impact on the Company’s financial condition or results of operations but changed certain disclosures in United’s SEC filings starting with this Annual Report on Form 10-K.

In October 2023, the FASB issued ASU 2023-06,

6 unchanged sentences

The adoption of ASU 2023-06

is not expected to have an impact on the Company’s financial condition or results of operations but could change certain disclosures in United’s SEC filings.

In August 2023, the FASB issued ASU 2023-05,

“Business Combinations – Joint Venture Formations (Subtopic 805-60).”

requires a joint venture to apply a new basis of accounting at its formation date by valuing the net assets contributed at fair value for both business and asset transactions.

did not have an impact on the Company’s financial condition or results of operations.

In August 2023, the FASB issued ASU 2023-05, “Business Combinations – Joint Venture Formations (Subtopic 805-60).” ASU 2023-05 requires a joint venture to apply a new basis of accounting at its formation date by valuing the net assets contributed at fair value for both business and asset transactions.

The value of the net assets in total is then allocated to individual assets and liabilities by applying Topic 805 with certain exceptions.

requires certain disclosures to aid the user of the financial statements in understanding the implications of the joint venture formation.

is effective for joint venture formations with a formation date on or after January 1, 2025.

The adoption of ASU 2023-05

is not expected to have an impact on the Company’s financial condition or results of operations.

ASU 2023-05 requires certain disclosures to aid the user of the financial statements in understanding the implications of the joint venture formation.

ASU 2023-05 is effective for joint venture formations with a formation date on or after January 1, 2025.

The adoption of ASU 2023-05 is not expected to have an impact on the Company’s financial condition or results of operations.

In July 2023, the FASB issued ASU No.

2 unchanged sentences

120, SEC Staff Announcement at the March 24, 2022 EITF Meeting, and Staff Accounting Bulletin Topic 6.B, Accounting Series Release 280—General Revision of Regulation S-X:

Income or Loss Applicable to Common Stock.” ASU 2023-03

amends the ASC for SEC updates pursuant to SEC Staff Accounting Bulletin No.

Income or Loss Applicable to Common Stock.” ASU 2023-03 amends the ASC for SEC updates pursuant to SEC Staff Accounting Bulletin No.

SEC Staff Announcement at the March 24, 2022 Emerging Issues Task Force (“EITF”) Meeting;

2 unchanged sentences

These updates were immediately effective and did not have a significant impact on the Company’s financial statements.

In March 2023, the FASB issued Accounting ASU 2023-02,

“Accounting for Investments in Tax Credit Structures Using the Proportional Amortization Method.” ASU 2023-02

permits reporting entities to elect to account for their tax equity investments, regardless of the tax credit program from which the income tax credits are received, using the proportional amortization method if certain conditions are met.

The amendments in this ASU apply to all reporting entities that hold tax equity investments that meet the conditions for and elect to account for them using the proportional amortization method or an investment in a low income housing tax credit (“LIHTC”) structure through a limited liability entity that is not accounted for using the proportional amortization method and to which certain LIHTC-specific guidance removed from Subtopic 323-740

has been applied.

Additionally, the disclosure requirements apply to investments that generate income tax credits and other income tax benefits from a tax credit program for which the entity has elected to apply the proportional amortization method (including investments within that elected program that do not meet the conditions to apply the proportional amortization method).

In March 2023, the FASB issued Accounting ASU 2023-02, “Accounting for Investments in Tax Credit Structures Using the Proportional Amortization Method.” ASU 2023-02 permits reporting entities to elect to account for their tax equity investments, regardless of the tax credit program from which the income tax credits are received, using the proportional amortization method if certain conditions are met.

Additionally, the disclosure requirements apply to investments that generate income tax credits and other income tax benefits from a tax credit program for which the entity has elected to apply the

proportional amortization method (including investments within that elected program that do not meet the conditions to apply the proportional amortization method).

was effective for United on January 1, 2024.

1 unchanged sentence

At January 1, 2024, United chose not to elect to account for its tax equity investments using the proportional amortization method.

In December 2022, the FASB issued ASU 2022-06,

“Reference Rate Reform (Topic 848):

Deferral of the Sunset Date of Topic 848.” ASU 2022-06

extends the period of time financial statement preparers can utilize the reference rate reform relief guidance.

In 2020, the FASB issued ASU 2020-04

to provide temporary, optional expedients related to the accounting for contract modifications and hedging transactions as a result of the global markets’ anticipated transition away from the use of LIBOR and other interbank offered rates to alternative reference rates.

At the time ASU 2020-04

was issued, the United Kingdom’s Financial Conduct Authority (“FCA”) had established the intent that it would no longer be necessary to persuade, or compel, banks to submit to LIBOR after December 31, 2021.

In December 2022, the FASB issued ASU 2022-06, “Reference Rate Reform (Topic 848):

Deferral of the Sunset Date of Topic 848.” ASU 2022-06 extends the period of time financial statement preparers can utilize the reference rate reform relief guidance.

In 2020, the FASB issued ASU 2020-04 to provide temporary, optional expedients related to the accounting for contract modifications and hedging transactions as a result of the global markets’ anticipated transition away from the use of LIBOR and other interbank offered rates to alternative reference rates.

At the time ASU 2020-04 was issued, the United Kingdom’s Financial Conduct Authority (“FCA”) had established the intent that it would no longer be necessary to persuade, or compel, banks to submit to LIBOR after December 31, 2021.

As a result, the sunset provision was set for December 31, 2022;

1 unchanged sentence

In March 2021, the FCA announced that the intended cessation date of LIBOR in the United States would be June 30, 2023, which has now taken effect as intended.

Accordingly, ASU 2022-06

defers the expiration date of ASU 848 to December 31, 2024.

Accordingly, ASU 2022-06 defers the expiration date of ASU 848 to December 31, 2024.

United implemented a comprehensive project plan to execute the transition of its LIBOR-based financial instruments to alternative reference rates.

2 unchanged sentences

03, “Fair Value Measurement (Topic 820):

Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions.” ASU 2022-03

clarifies that a contractual restriction on the sale of an equity security is not considered part of the unit of account of the equity security and, therefore, is not considered in measuring fair value.

also clarifies that an entity cannot, as a separate unit of account, recognize and measure a contractual sale restriction and requires certain new disclosures for equity securities subject to contractual sale restrictions.

was effective for United on January 1, 2024.

The adoption of ASU 2022-03

did not have a material impact on the Company’s financial condition or results of operations.

Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions.” ASU 2022-03 clarifies that a contractual restriction on the sale of an equity security is not considered part of the unit of account of the equity security and, therefore, is not considered in measuring fair value.

ASU 2022-03 also clarifies that an entity cannot, as a separate unit of account, recognize and measure a contractual sale restriction and requires certain new disclosures for equity securities subject to contractual sale restrictions.

ASU 2022-03 was effective for United on January 1, 2024.

The adoption of ASU 2022-03 did not have a material impact on the Company’s financial condition or results of operations.

In March 2022, the FASB issued ASU No.

2022-02, “Troubled Debt Restructurings and Vintage Disclosures”.

updates the requirements for accounting for credit losses under ASC 326, eliminates the accounting guidance on troubled debt restructurings for creditors in ASC 310-40,

and enhances creditors’ disclosure requirements related to loan refinancings and restructurings for borrowers experiencing financial difficulty.

also amends the guidance on “vintage disclosures” to require disclosure of gross write-offs by year of origination.

ASU 2022-02 updates the requirements for accounting for credit losses under ASC 326, eliminates the accounting guidance on troubled debt restructurings for creditors in ASC 310-40, and enhances creditors’ disclosure requirements related to loan refinancings and restructurings for borrowers experiencing financial difficulty.

ASU 2022-02 also amends the guidance on “vintage disclosures” to require disclosure of gross write-offs by year of origination.

2022-02 was effective for public business entities that have adopted Topic 326 for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years.

4 unchanged sentences

2022-02 did affect the Company’s disclosures.

For additional information, see notes to Consolidated Financial Statements, Note D, “Credit Quality,” in this Form 10-K.

For additional information, see notes to Consolidated Financial Statements, Note E, “Credit Quality,” in this Form 10-K.

In March 2022, the FASB issued ASU No.

15 unchanged sentences

amends ASC 805 to add contract assets and contract liabilities to the list of exceptions to the recognition and measurement principles that apply to business combinations and to require that an entity acquirer recognize and measure contract assets and contract liabilities acquired in a business combination in accordance with Topic 606.

As a result of these amendments, it is expected that an acquirer will generally recognize and measure acquired contract assets and contract liabilities in a manner consistent with how the acquiree recognized and measured them in its preacquisition financial statements.

is effective for public business entities for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years.

As a result of these amendments, it is expected that an acquirer

will generally recognize and measure acquired contract assets and contract liabilities in a manner consistent with how the acquiree recognized and measured them in its preacquisition financial statements.

is effective for public business entities

for fiscal years beginning after December

2022 , including interim periods within those fiscal years.

The amendments should be applied prospectively to business combinations occurring on or after the effective date of the amendments.

1 unchanged sentence

2021-08 was adopted by the Company on January

The adoption did not have a material impact on the Company’s financial condition or results of operations.

NOTE B—INVESTMENT SECURITIES

The adoption did

impact on the Company’s financial condition or results of operations.

NOTE B--MERGERS

AND ACQUISITIONS

On January 10, 2025, United consummated its acquisition of Piedmont.

Piedmont was merged with and into United (the “Merger”), pursuant to the terms of the Agreement and Plan of Merger, dated May 9, 2024, by and between United and Piedmont (the “Agreement”).

The Merger was accounted for under the acquisition method of accounting.

Piedmont, headquartered in Atlanta, Georgia had total assets of approximately $ 2.4 billion, total loans of approximately $ 2.1 billion, total liabilities of approximately $ 2.2 billion, total deposits of approximately $ 2.1 billion, and total shareholders’ equity of approximately $ 202 million as of January 10, 2025.

Piedmont was the holding company for The Piedmont Bank, a Georgia state-chartered bank, with sixteen locations in the

State of Georgia.

Under the terms of the Agreement, each outstanding share of common stock of Piedmont was converted into the right to receive 0.3 shares of United common stock, par value $ 2.50 per share.

Also pursuant to the Agreement, as of the effective time of the Merger, each option to purchase shares of Piedmont Common Stock (each, a “Piedmont Stock Option”) that is outstanding under the Piedmont Bancorp, Inc.

2009 Stock Option Plan (the “Piedmont Stock Plan”) immediately prior to the Effective Time, was, to the extent not vested, became fully vested and exercisable and was canceled in consideration for the right to receive a lump sum cash payment with respect thereto equal to the product of:

(i) the excess, if any, of the product of (A) the volume-weighted average of the closing sales price on Nasdaq of United Common Stock for the 10 full trading days ending on the second trading day immediately preceding the Effective Date (the “Average United Closing Price”) multiplied by (B) the Exchange Ratio, over the applicable exercise price of such Piedmont Stock Option;

and (ii) the number of shares of Piedmont Common Stock subject to such Piedmont Stock Option, less any required withholding taxes.

Also pursuant to the Agreement, as of the effective time of the Merger, each warrant to purchase shares of Piedmont Common Stock (each, a “Piedmont Stock Warrant”) that was outstanding under the Piedmont Stock Plan or individual award agreement immediately prior to the Effective Time, was, to the extent not vested, became fully vested and exercisable and canceled, and in consideration therefor, at the election of the holder (i) converted into a warrant to purchase shares of United common stock with adjustments to the exercise price and number of shares to take into account the Exchange Ratio or (ii) received a lump sum cash payment with respect thereto equal to the product of:

(A) the excess, if any, of the product of (x) the Average United Closing Price multiplied by (y) the Exchange Ratio, over the applicable exercise price of such Piedmont Stock Warrant;

and (B) the number of shares of Piedmont Common Stock subject to such Piedmont Stock Warrant, less any required withholding taxes.

In addition, at the Effective Time, each restricted stock grant, restricted stock unit grant and any other award in respect of a share of Piedmont Common Stock subject to vesting, repurchase or other lapse restriction under a Piedmont Stock Plan that was outstanding immediately prior to the Effective Time other than a Piedmont Option or a Piedmont Stock Warrant (each, a “Piedmont Stock Award”) became fully vested, cancelled and converted automatically into the right to receive the Merger Consideration (with any fractional share being entitled to receive cash in lieu thereof) in respect of each share of Piedmont Common Stock underlying such Piedmont Stock Award, less any required withholding taxes.

Immediately following the Merger, The Piedmont Bank, a wholly-owned subsidiary of Piedmont, merged with and into United Bank, a wholly-owned subsidiary of United (the “Bank Merger”) pursuant to an Agreement and Plan of Merger dated May 9, 2024 (the “Bank Plan of Merger”).

United Bank survived the Bank Merger and continues to exist as a Virginia banking corporation.

For the year of 2024, United recorded acquisition-related costs of $ 2,870,000 .

NOTE C--INVESTMENT

Securities Available for Sale

21 unchanged sentences

Other corporate securities

For the adoption of ASC Topic 326, “Financial Instruments—Credit Losses,” United made a policy election to exclude accrued interest from the amortized cost basis of available-for-sale

debt securities and report accrued interest separately in “Accrued interest receivable” in the consolidated balance sheets.

Available-for-sale

debt securities are placed on non-accrual

status when we no longer expect to receive all contractual amounts due, which is generally at 90 days past due.

Accrued interest receivable is reversed against interest income when a security is placed on non-accrual

Accordingly, United does not currently recognize an allowance for credit loss against accrued interest receivable on available-for-sale

debt securities.

For the adoption of ASC Topic 326, “Financial Instruments—Credit Losses,” United made a policy election to exclude accrued interest from the amortized cost basis of available-for-sale debt securities and report accrued interest separately in “Accrued interest receivable” in the consolidated balance sheets.

Available-for-sale debt securities are placed on non-accrual status when we no longer expect to receive all contractual amounts due, which is generally at 90 days past due.

Accrued interest receivable is reversed against interest income when a security is placed on non-accrual status.

Accordingly, United does not currently recognize an allowance for credit loss against accrued interest receivable on available-for-sale debt securities.

The table above excludes accrued interest receivable of $ 14,776,000 and $ 20,878,000 at December 31, 2024 and December 31, 2023, respectively, that is recorded in “Accrued interest receivable.”

31 unchanged sentences

At December 31, 2024, gross unrealized losses on available for sale securities were $ 323,937 ,000 on 958 securities of a total portfolio of 1,029 available for sale securities.

Securities with the most significant gross unrealized losses at December 31, 2023 consisted primarily of agency residential mortgage-backed securities, state and political subdivision securities, agency commercial mortgage-backed securities, asset-backed securities and other corporate securities.

Securities with the most significant gross unrealized losses at December 31, 2024 consisted primarily of agency residential mortgage-backed securities, state and political subdivision securities, agency commercial mortgage-backed securities, and other corporate securities.

In determining whether or not a security is impaired, management considered the severity of the loss in conjunction with United’s positive intent and the more likely than not ability to hold these securities to recovery of their cost basis or maturity.

23 unchanged sentences

Based upon management’s analysis and judgment, it was determined that none of the agency mortgage-backed securities had credit losses at December 31, 2024.

United’s non-agency

residential mortgage-backed securities portfolio relates to securities of various private label issuers.

The total amortized cost of available for sale non-agency

residential mortgage-backed securities was $ 100,364 ,000 at December 31, 2023.

United’s non-agency residential mortgage-backed securities portfolio relates to securities of various private label issuers.

The total amortized cost of available for sale non-agency residential mortgage-backed securities was $ 88,392,000 at December 31, 2024.

Of the $ 88,392,000 , 100 % was rated AAA.

Based upon management’s analysis and judgment, it was determined that no ne of the non-agency

residential mortgage-backed securities had credit losses at December 31, 2023.

Based upon management’s analysis and judgment, it was determined that none of the non-agency residential mortgage-backed securities had credit losses at December 31, 2024.

Asset-backed securities

3 unchanged sentences

Approximately 66 % of the portfolio relates to collateralized loan obligation securities that are all AAA rated.

Upon reviewing this portfolio as of December 31, 2023, it was determined that no ne of the asset-backed securities had credit losses.

Upon reviewing this portfolio as of December 31, 2024, it was determined that none of the asset-backed securities had credit losses.

Single issue trust preferred securities

2 unchanged sentences

All single issue trust preferred securities are currently receiving interest payments.

The amortized cost of available for sale single issue trust preferred securities as of December 31, 2023 consisted of $ 7,475 ,000 in investment grade bonds, $ 3,104 ,000 in split rated bonds, and $ 5,801 ,000 in unrated bonds.

The amortized cost of available for sale single issue trust preferred securities as of December 31, 2024 consisted of $ 7,481,000 in investment grade bonds and $ 5,815,000 in unrated bonds.

Management reviews each issuer’s current and projected earnings trends, asset quality, capitalization levels, and other key factors.

3 unchanged sentences

The majority of the portfolio consisted of debt issuances of corporations representing a variety of industries, including financial institutions.

Of the $ 325,573 ,000, 97 % had at least one rating above investment grade, none were below investment grade rated, and 3 % were unrated.

Of the $ 281,646,000 , 95 % had at least one rating above investment grade, 2 % were below investment grade rated, and 3 % were unrated.

For other corporate securities, management has evaluated the near-term prospects of the investment in relation to the severity of any unrealized loss.

9 unchanged sentences

Equity securities at fair value

Equity securities consist mainly of mutual funds of Community Reinvestment Act (“CRA”) qualified investments and equity securities within a rabbi trust for the payment of benefits under a deferred compensation plan for certain key officers of United and its subsidiaries.

Equity securities consist mainly of equity securities of financial institutions, mutual funds of Community Reinvestment Act (“CRA”) qualified investments and equity securities within a rabbi trust for the payment of benefits under a deferred compensation plan for certain key officers of United and its subsidiaries.

The fair value of United’s equity securities was $ 21,058,000 at December 31, 2024 and $ 8,945,000 at December 31, 2023.

11 unchanged sentences

The carrying value of securities pledged to secure public deposits, securities sold under agreements to repurchase, and for other purposes as required or permitted by law, approximated $ 2,038,864,000 and $ 2,307,591,000 at December 31, 2024 and December 31, 2023, respectively.

NOTE C—LOANS AND LEASES

NOTE D—LOANS AND LEASES

Major classes of loans and leases are as follows:

12 unchanged sentences

Loans held for sale consist of single-family residential real estate loans originated for sale in the secondary market.

At December 31, 2023 and 2022, loans-in-process

of $ 6,370 ,000 and $ 62,691 ,000 and overdrafts from deposit accounts of $ 7,146 ,000 and $ 36,209 ,000, respectively, are included within the appropriate loan classifications above.

At December 31, 2024 and 2023, loans-in-process of $ 5,569,000 and $ 6,370,000 and overdrafts from deposit accounts of $ 4,919,000 and $ 7,146,000 , respectively, are included within the appropriate loan classifications above.

The outstanding loan balances in the table above also include unamortized net discounts of $ 26,322,000 and $ 35,586,000 at December 31, 2024 and December 31, 2023, respectively.

2 unchanged sentences

During 2024, $ 1,014,000 of new loans were made and repayments totaled $ 46,772,000 .

NOTE D—CREDIT QUALITY

NOTE E--CREDIT

Management monitors the credit quality of its loans and leases on an ongoing basis.

17 unchanged sentences

Residential real estate

Construction & land development

Construction & land

Other consumer

7 unchanged sentences

Residential real estate

Construction & land development

Construction & land

Other consumer

11 unchanged sentences

In some cases, United will modify a loan to a borrower experiencing financial difficulty by providing multiple types of concessions such as a term extension, principal forgiveness, an interest rate reduction or a combination thereof.

The following table presents the amortized cost of loans and leases to borrowers experiencing financial difficulty modified on or after January 1, 2023, the date United adopted ASU 2022-02,

through December 31, 2023, by class of financing

receivable and by type of modification.

The percentage of the amortized cost basis of loans and leases that were modified to borrowers experiencing financial difficulty as compared to the amortized cost basis of each class of financing receivable is also represented as follows.

The following table presents the amortized cost of loans and leases to borrowers experiencing financial difficulty modified during the years of 2024 and 2023, respectively, by class of financing receivable and by type of modification.

Amortized Cost Basis of L o

an Modifications Made to Borrowers Experiencing Financial Difficulty

For the Year ended December 31, 2024

Interest Rate

Term Extension &

Interest Rate

Term Extension &

Payment Delay

% of Total Class of

Financing Receivable

Commercial real estate:

Owner-occupied

Nonowner-occupied

Other commercial

Residential real

Construction & land

Other consumer

Amortized Cost Basis of Loan Modifications Made to Borrowers Experiencing Financial Difficulty

For the Year ended December 31, 2023

(Dollars in thousands)

Interest Rate

Term Extension &

Interest Rate

Term Extension &

Payment Delay

% of Total Class of

4 unchanged sentences

Other commercial

Residential real estate

Construction & land development

Residential real

Construction & land

Other consumer

As of December 31, 2023, there was a commitment to lend additional funds of $ 28,000 to a debtor owing a loan receivable whose terms have been modified.

As of December 31, 2024, there was a commitment to lend additional funds of $ 1,199,000 to two debtors owing a loan receivable whose terms have been modified.

United’s estimate of future credit losses uses a lifetime methodology, derived from modeled loan performance based on the extensive historical experience of loans with similar risk characteristics, adjusted to reflect current conditions and reasonable and supportable forecasts.

1 unchanged sentence

United closely monitors the performance of the loans that are modified to borrowers experiencing financial difficulty to understand the effectiveness of its modification efforts.

The following table presents an aging analysis of loans and leases to borrowers experiencing financial difficulty modified on or after January 1, 2023 through December 31, 2023, presented by class of financing receivable:

The following table presents the performance in the 12 months after a modification made to borrowers experiencing financial difficulty presented by class of financing receivable:

Payment Status (Amortized Cost Basis)

As of December 31, 2024

(In thousands)

As of December 31, 2023

Commercial real estate:

5 unchanged sentences

Other consumer

The following table presents the financial effect of loan and lease modifications to borrowers experiencing financial difficulty for the year ended December 31 2023.

The following table presents the financial effect of loan and lease modifications to borrowers experiencing financial difficulty for the year ended December 31, 2024 and 2023.

For the Year Ended

December 31, 2024

December 31, 2023

Interest Rate

Commercial Real Estate:

5 unchanged sentences

Other consumer

No loan or lease modifications completed on or after January 1, 2023 through December 31, 2023 to borrowers experiencing financial difficulty had a payment default during the year ended December 31, 2023.

The following table presents loan or lease modifications completed within the last 12 months to borrowers experiencing financial difficulty had a payment default during the year ended December 31, 2024.

No loan or lease modifications completed within the last 12 months to borrowers experiencing financial difficulty had a payment default during the year ended December 31, 2023.

Amortized Cost Basis of Modified Loans That Subsequently Defaulted

For the Year ended December 31, 2024

Interest Rate

% of Total Class of

Financing Receivable

Commercial real estate:

Owner-occupied

Nonowner-occupied

Other commercial

Residential real estate

Construction & land development

Other consumer

United elected the practical expedient to measure expected credit losses on collateral dependent loans and leases based on the difference between the loan’s amortized cost and the collateral’s fair value, adjusted for selling costs.

18 unchanged sentences

Residential real estate

Construction & land development

Construction & land

Other consumer

11 unchanged sentences

Borrowers may be experiencing adverse operating trends (declining revenues or margins) or an ill proportioned balance sheet (e.g., increasing inventory without an increase in sales, high leverage, tight liquidity).

Adverse economic or market conditions, such as interest rate increases or the entry of a new competitor, may also support a special mention rating.

Adverse economic or market conditions, such as interest rate increases or the entry

of a new competitor, may also support a special mention rating.

Nonfinancial reasons for rating a credit exposure special mention include management problems, pending litigation, an ineffective loan agreement or other material structural weakness, and any other significant deviation from prudent lending practices.

17 unchanged sentences

Based on the most recent analysis performed, the risk category of loans and leases as well as charge-offs and recoveries by class of loans is as follows.

Loans originated in any year may be renewals of existing loans and not necessarily new loans.

Commercial Real Estate – Owner-occupied

6 unchanged sentences

Special Mention

Commercial Real Estate – Owner-occupied

(In thousands)

Origination Year

Revolving loans

amortized cost

As of December 31, 2023

Current-period charge-offs

Current-period recoveries

Current-period net recoveries (charge-offs)

Revolving loans

amortized cost

loans and leases

Current-period net recoveries

(In thousands)

Origination Year

Revolving loans

amortized cost

As of December 31, 2023

3 unchanged sentences

Current-period recoveries

Current-period net recoveries

Current-period net recoveries (charge-offs)

Commercial Real Estate – Nonowner-occupied

3 unchanged sentences

amortized cost

Revolving loans

As of December 31, 2024

4 unchanged sentences

Current-period net recoveries

(charge-offs)

(In thousands)

2 unchanged sentences

amortized cost

loans and leases

Revolving loans

As of December 31, 2023

Internal Risk Grade:

Special Mention

3 unchanged sentences

Other commercial

Revolving loans

(In thousands)

Term Loans and leases

1 unchanged sentence

loans and leases

(In thousands)

amortized cost

loans and leases

As of December 31, 2024

3 unchanged sentences

Current-period recoveries

Current-period net (charge- offs) recoveries

loans and leases

Current-period net (charge-

offs) recoveries

(In thousands)

Term Loans and leases

Origination Year

Revolving loans

(In thousands)

loans and leases

amortized cost

loans and leases

As of December 31, 2023

3 unchanged sentences

Current-period recoveries

Current-period net (charge- offs) recoveries

Current-period net (charge-

offs) recoveries

Residential Real Estate

Origination Year

Revolving loans

(In thousands)

Origination Year

amortized cost

4 unchanged sentences

Current-period recoveries

Current-period net recoveries (charge-offs)

Origination Year

Revolving loans

Current-period net (charge- offs) recoveries

(In thousands)

amortized cost

Origination Year

Revolving loans a

mortized cost

As of December 31, 2023

3 unchanged sentences

Current-period recoveries

Current-period net (charge- offs) recoveries

Current-period net recoveries (charge-offs)

Construction and Land Development

(In thousands)

Origination Year

Revolving loans

(In thousands)

amortized cost

4 unchanged sentences

Current-period recoveries

Current-period net recoveries

Revolving loans

Origination Year

Current-period net (charge- offs) recoveries

(In thousands)

Term Loans Origination Year

Revolving loans

amortized cost

5 unchanged sentences

Current-period net recoveries

Revolving loans

Origination Year

1 unchanged sentence

(In thousands)

amortized cost

As of December 31, 2024

15 unchanged sentences

Other Consumer

(In thousands)

Origination Year

Revolving loans

(In thousands)

amortized cost

4 unchanged sentences

Current-period recoveries

Current-period net (charge- offs) recoveries

(In thousands)

Current-period net charge-offs

Origination Year

Revolving loans

(In thousands)

amortized cost

4 unchanged sentences

Current-period recoveries

Current-period net (charge- offs) recoveries

N OTE E—ALLOWANCE FOR CREDIT LOSSES

Current-period net (charge-

offs) recoveries

N OTE F—ALLOWANCE FOR CREDIT LOSSES

The allowance for loan 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.

29 unchanged sentences

Residential Real Estate

Accrued Interest Receivables Written Off

by Reversing Interest Income

(In thousands)

Other consumer

7 unchanged sentences

United’s allowance for loan and lease losses at December 31, 2024 increased $ 12,607,000 or 4.86 % from December 31, 2023.

The overall increase in the allowance was driven primarily by increases in outstanding loan balances and in allocations established for individually assessed loans as well as the impact of changes in the reasonable and supportable forecasts of future macroeconomic conditions.

The increase in the allowance for loan and lease losses was primarily driven by increased outstanding loan balances for the real estate construction and development and residential real estate loan segments as well as increased reasonable and supportable forecast adjustments for the commercial real estate nonowner-occupied loan segment.

The year of 2024 qualitative adjustments include analyses of the following:

Current conditions

– United considered the impact of inflation, interest rates, the potential impact of the geopolitical situation, the banking regulatory environment and a potential government shutdown when making determinations related to factor adjustments, such as changes in economic and business conditions;

– United considered the impact of changes in economic and business conditions;

collateral values for dependent loans;

past due, nonaccrual and adversely classified loans and leases;

concentrations of credit and external factors.

and concentrations of credit and external factors.

Reasonable and supportable forecasts

– The forecast is determined on a portfolio-by-portfolio

basis by relating the correlation of real GDP and the unemployment rate to loss rates to forecasts of those variables.

– The forecast is determined on a portfolio-by-portfolio basis by relating the correlation of real GDP and the unemployment rate to loss rates to forecasts of those variables.

The reasonable and supportable forecast selection is subjective in nature and requires more judgment compared to the other components of the allowance.

Assumptions for the economic variables were the following:

The forecast for real GDP shifted slightly in the fourth quarter, from a projection of 1.50 % for 2024 as of mid-September

2023 to 1.40 % for 2024 as of mid-December

with projection of 1.80 % for 2025.

The unemployment rate forecast for 2024 and 2025 remained the same at 4.10 %.

Greater risk of loss in the office portfolio due to continued hybrid and remote work that may be exacerbated by future economic conditions and in the commercial other and construction portfolios due to weakened economic conditions.

Reversion to historical loss data occurs via a straight-line method during the year following the one-year

reasonable and supportable forecast period.

The forecast for real GDP shifted slightly in the fourth quarter, from a projection of 2.00 % for 2025 as of mid-September 2024 to 2.10 % for 2025 as of mid-December with a projection of 2.00 % for 2026.

The unemployment rate forecast also shifted slightly in the fourth quarter from a projection of 4.40 % for 2025 as of mid-September 2024 to 4.30 % for 2025 as of mid-December with a projection of 4.30 % for 2026.

Greater risk of loss in the office portfolio due to continued hybrid and remote work that may be exacerbated by future economic conditions.

Reversion to historical loss data occurs via a straight-line method during the year following the one-year reasonable and supportable forecast period.

A progression of the allowance for loan losses, by portfolio segment, for the periods indicated is summarized as follows:

19 unchanged sentences

Balance of allowance for loan and lease losses at beginning of period

Initial allowance for acquired PCD loans

Gross charge-offs

4 unchanged sentences

Balance of allowance for credit losses at end of period

NOTE F—BANK PREMISES AND EQUIPMENT

NOTE G—BANK PREMISES AND EQUIPMENT

Bank premises and equipment are summarized as follows:

6 unchanged sentences

Depreciation expense was $ 15,709,000 , $ 17,191,000 , and $ 18,237,000 for years ending December 31, 2024, 2023 and 2022, respectively, while amortization expense was $ 310,000 , $ 310,000 and $ 343,000 for the years ended December 31, 2024, 2023 and 2022, respectively.

NOTE H—LEASES

United determines if an arrangement is a lease at inception.

United and certain subsidiaries have entered into various noncancelable-operating leases for branch and loan production offices as well as operating facilities.

Operating leases are included in operating lease right-of-use

(“ROU”) assets and operating lease liabilities on the Consolidated Balance Sheets.

Operating leases are included in operating lease right-of-use (“ROU”) assets and operating lease liabilities on the Consolidated Balance Sheets.

Operating leases with an initial term of 12 months or less are not recorded on the Consolidated Balance Sheets.

21 unchanged sentences

Classification

Operating lease right-of-use

Operating lease right-of-use assets

Operating lease liabilities

1 unchanged sentence

Other information related to leases was as follows:

December 31, 2023

Weighted-average remaining lease term:

13 unchanged sentences

imputed interest

NOTE H—INTANGIBLE ASSETS

NOTE I—INTANGIBLE ASSETS

The following is a summary of intangible assets subject to amortization and those not subject to amortization:

1 unchanged sentence

Community Banking

Mortgage Banking

(In thousands)

1 unchanged sentence

Gross Carrying

Amortized intangible assets:

Core deposit intangible assets

Community Banking

(In thousands)

Gross Carrying

Goodwill not subject to amortization

3 unchanged sentences

(In thousands)

Gross Carrying

Amortized intangible assets:

Core deposit intangible assets

Non-amortized

intangible assets:

George Mason trade name

Crescent trade name

Goodwill not subject to amortization

2 unchanged sentences

2030 and thereafter

NOTE I—MORTGAGE SERVICING RIGHTS

NOTE J—MORTGAGE SERVICING RIGHTS

Mortgage loans serviced for others are not included in the accompanying Consolidated Balance Sheets.

The value of mortgage servicing rights (“MSRs”) is included on the Company’s Consolidated Balance Sheets.

The unpaid principal balances of loans serviced for others were approximately $ 1,202,448,000 and $ 3,381,485,000 at December 31, 2023 and 2022, respectively.

The estimated fair value of the mortgage servicing rights was $ 13,427,000 and $ 41,880,000 at December 31, 2023 and December 31, 2022, respectively.

The estimated fair value of servicing rights at December 31, 2023 was determined using a net servicing fee of 0.25 %, average discount rates ranging from 10.50 % to 10.82 % with a weighted average discount rate of 10.58 %, average constant prepayment rates (“CPR”) ranging from 7.84 % to 10.25 % with a weighted average prepayment rate of 9.43 %, depending upon the stratification of the specific servicing right, and a delinquency rate, including loans on forbearance of 3.29 %.

During the third quarter of 2024, United sold its remaining MSRs at a net gain of $ 7,086,000 .

The unpaid principal balances of loans serviced for others was approximately $ 1,202,448,000 at December 31, 2023.

Because of the sale of its remaining MSRs during the third quarter of 2024, there was no estimated fair value of the MSRs at December 31, 2024.

The estimated fair value of the mortgage servicing rights was $ 13,427,000 at December 31, 2023.

Please refer to Note V in these Notes to Consolidated Financial Statements for additional information concerning the fair value of MSRs.

Please refer to Note W in these Notes to Consolidated Financial Statements for additional information concerning the fair value of MSRs.

The following presents the activity in mortgage servicing rights, including their valuation allowance for the year ended December 31, 2024 and 2023:

11 unchanged sentences

MSRs, net of valuation allowance

In determining impairment, the Company aggregates all servicing rights and stratifies them into tranches based on predominant risk characteristics.

The estimated amortization expense is based on current information regarding future loan payments and prepayments.

Amortization expense could change in future periods based on changes in the volume of prepayments and economic factors.

NOTE J—DEPOSITS

In determining impairment, the Company aggregated all servicing rights and stratified them into tranches based on predominant risk characteristics.

The estimated amortization expense was based on information regarding future loan payments and prepayments.

NOTE K—DEPOSITS

The book value of deposits consisted of the following:

7 unchanged sentences

Total deposits

Included in time deposits over $ 100,000

at December 31, 2023 and 2022 were time deposits of $ 250,000

or more of $ 842,118,000 and $ 454,477,000 , respectively.

Included in time deposits over $100,000 at December 31, 2024 and 2023 were time deposits of $250,000 or more of $ 1,115,748,000 and $ 842,118,000 , respectively.

Interest paid on deposits approximated $ 537,661,000 , $ 377,008,000 , and $ 77,271,000 in 2024, 2023 and 2022, respectively.

2 unchanged sentences

The aggregate dollar amount of these deposits was $ 34,197,000 and $ 47,857,000 at December 31, 2024 and 2023, respectively.

NOTE K—SHORT-TERM BORROWINGS

NOTE L—SHORT-TERM BORROWINGS

At December 31, 2024 and 2023, short-term borrowings were as follows:

15 unchanged sentences

Interest paid on short-term borrowings approximated $ 8,063,000 , $ 6,390,000 , and $ 1,747,000 in 2024, 2023 and 2022, respectively.

NOTE L—LONG-TERM BORROWINGS

NOTE M—LONG-TERM BORROWINGS

United’s subsidiary bank is a member of the Federal Home Loan Bank (“FHLB”).

8 unchanged sentences

No overnight funds were included in the $ 260,199,000 and $ 1,510,487,000 above at December 31, 2024 and 2023, respectively.

At December 31, 2023, FHLB advances of $ 1,500,000,000 mature in 2024 while $ 10,487,000 mature in 2025.

The weighted-average effective rate considers the effect of any interest rate swaps designated as cash flow

hedges outstanding at year-end

2023 and 2022 to manage interest rate risk on its long-term debt.

Additional information is provided in Note R, Notes to Consolidated Financial Statements.

At December 31, 2024, FHLB advances of $ 260,199,000 mature in 2025.

The weighted-average effective rate considers the effect of any interest rate swaps designated as cash flow hedges outstanding at year-end 2024 and 2023 to manage interest rate risk on its long-term debt.

Additional information is provided in Note S, Notes to Consolidated Financial Statements.

At December 31, 2024, United had a total of twenty statutory business trusts that were formed for the purpose of issuing or participating in pools of trust preferred capital securities (“Capital Securities”) with the proceeds invested in junior subordinated debt securities (“Debentures”) of United.

The Debentures, which are subordinate and junior in right of payment to all present and future senior indebtedness and certain other financial obligations of United, are the sole assets of the trusts and United’s payment under the Debentures is the sole source of revenue for the trusts.

United assumed $ 10,000,000 in aggregate principal amount of fixed-to-floating

rate subordinated notes in the Carolina Financial Corporation acquisition.

During the first quarter of 2023, United redeemed these fixed-to-floating

rate subordinated notes.

United assumed $ 10,000,000 in aggregate principal amount of fixed-to-floating rate subordinated notes in the Carolina Financial Corporation acquisition.

During the first quarter of 2023, United redeemed these fixed-to-floating rate subordinated notes.

At December 31, 2024 and 2023, the outstanding balance of the Debentures was $ 280,221,000 and $ 278,616,000 , respectively, and was included the category of long-term debt on the Consolidated Balance Sheets entitled “Other long-term borrowings.” The Capital Securities are not included as a component of shareholders’ equity in the Consolidated Balance Sheets.

64 unchanged sentences

March 15, 2035

(Dollars in thousands)

Issuance Date

Stated Interest Rate (1)

Maturity Date

Carolina Financial Capital Trust I

22 unchanged sentences

December 12, 2033

CME Term SOFR rates have a spread adjustment of 0.26161 % and the 6-month

CME Term SOFR rate has a spread adjustment of 0.42826 %.

The 3-month CME Term SOFR rates have a spread adjustment of 0.26161 % and the 6-month CME Term SOFR rate has a spread adjustment of 0.42826 %.

At December 31, 2024 and 2023, the Debentures and their related weighted-average interest rates were as follows:

24 unchanged sentences

Interest paid on long-term borrowings approximated $ 44,911,000 , $ 84,775,000 , and $ 19,143,000 in 2024, 2023 and 2022, respectively.

NOTE M—OTHER EXPENSE

NOTE N—OTHER EXPENSE

The following details certain items of other expense for the periods indicated:

5 unchanged sentences

Automated Teller Machine (“ATM”) expenses

NOTE N—INCOME TAXES

Amortization of income tax credits

NOTE O—INCOME TAXES

The income tax provisions included in the consolidated statements of income are summarized as follows:

2 unchanged sentences

Current expense:

Deferred expense:

Deferred expense (benefit):

Total income taxes

5 unchanged sentences

Increase (decrease) resulting from:

interest income

Tax-exempt interest income

Other items-net

For year ended 2023, United incurred a federal income tax benefit of $ 1,608,000 as compared to federal income expense of $ 287,000 , and $ 587,000 for the years ended 2022 and 2021, respectively, applicable to the sales and calls of securities.

For year ended 2024 and 2023, United incurred a federal income tax benefit of $ 2,456,000 and $ 1,608,000 , respectively, as compared to federal income tax expense

of $ 287,000 for the year ended 2022, applicable to the sales and calls of securities.

Income taxes paid approximated $ 91,689,000 , $ 106,083,000 , and $ 93,680,000 in 2024, 2023 and 2022, respectively.

12 unchanged sentences

Lease liabilities under operating leases

Income tax credit carryforward

Deferred mortgage points

2 unchanged sentences

Premises and equipment

assets under operating leases

Right-of-use assets under operating leases

Pension plan accruals

3 unchanged sentences

At December 31, 2024 and 2023, United believes that all of the deferred tax amounts shown above are more likely than not to be realized based on an assessment of all available positive and negative evidence and therefore no valuation allowance has been recorded.

In accordance with ASC Topic 740, “Income Taxes,” United records a liability for uncertain income tax positions based on a recognition threshold of more-likely-than-not,

and a measurement attribute for all tax positions taken on a tax return, in order for those tax positions to be recognized in the financial statements.

In accordance with ASC Topic 740, “Income Taxes,” United records a liability for uncertain income tax positions based on a recognition threshold of more-likely-than-not, and a measurement attribute for all tax positions taken on a tax return, in order for those tax positions to be recognized in the financial statements.

Below is a reconciliation of the total amounts of unrecognized tax benefits:

2 unchanged sentences

Increase in unrecognized tax benefits as a result of tax positions taken during the current period

Decreases in the unrecognized tax benefits as a result of a lapse of the applicable statute of limitations

Decreases in the unrecognized tax benefits as a result of a

lapse of the applicable statute of limitations

Unrecognized tax benefits at end of year

3 unchanged sentences

United is currently open to audit under the statute of limitations by the Internal Revenue Service for the years ended December 31, 2021, 2022 and 2023 and certain State Taxing authorities for the years ended December 31, 2021 through 2023.

As of December 31, 2023, and 2022, the total amount of accrued interest related to uncertain tax positions was $ 747,000 and $ 525,000 , respectively.

As of December

total amount of accrued interest related to uncertain tax positions was $

651,000 and $

747,000 , respectively.

United accounts for interest and penalties related to uncertain tax positions as part of its provision for federal and state income taxes.

No interest or penalties were recognized in the results of operations for the years of 2023, 2022 and 2021.

NOTE O--EMPLOYEE

BENEFIT PLANS

No interest or penalties were recognized in the results of operations for the years of

NOTE P—EMPLOYEE BENEFIT PLANS

United has a defined benefit retirement plan covering qualified employees.

Pension benefits are based on years of service

and the average of the employee’s highest five consecutive plan years of basic compensation paid during the ten plan years preceding the date of determination.

Pension benefits are based on years of service and the average of the employee’s highest five consecutive plan years of basic compensation paid during the ten plan years preceding the date of determination.

Contributions by United are intended to provide not only for benefits attributed to service to date, but also for those expected to be earned in the future.

1 unchanged sentence

Pension Plan (the “Plan”) was amended to change the participation rules.

The decision to change the participation rules for the Plan followed current industry trends, as many large and medium size companies have taken similar steps.

The decision to change the participation rules for the Plan followed industry trends, as many large and medium size companies took similar steps.

The amendment provided that employees hired on or after October 1, 2007, will not be eligible to participate in the Plan.

However, new employees will continue to be eligible to participate in United’s Savings and Stock Investment 401(k) plan.

This change had no impact on current employees hired prior to October 1, 2007 as they will continue to participate in the Plan, with no change in benefit provisions, and will continue to be eligible to participate in United’s Savings and Stock Investment 401(k) Plan.

This change had no impact on employees hired prior to October 1, 2007 as they will continue to participate in the Plan, with no change in benefit provisions, and will continue to be eligible to participate in United’s Savings and Stock Investment 401(k) Plan.

Net periodic pension costs, except for service cost, are recognized in employee benefits on the consolidated statements of income.

1 unchanged sentence

Net consolidated periodic pension cost included the following components:

Year Ended December 31,

(Dollars in thousands)

Year Ended December 31,

Interest cost

Expected return on plan assets

Recognized net actuarial loss

Amortization of net actuarial loss

Net periodic pension cost (income)

6 unchanged sentences

Amounts related to the Plan recognized as a component of other comprehensive income were as follows:

Year Ended December 31,

(In thousands)

Year Ended December 31,

Net actuarial gain

7 unchanged sentences

Interest Cost

Actuarial Loss (Gain)

Lump Sum Window Payments /Annuity Purchase Payments

Actuarial (Gain) Loss

Lump Sum Window Payments

Benefits Paid

1 unchanged sentence

Accumulated Benefit Obligation at the End of the Year

(Dollars in thousands)

Change in Plan Assets

1 unchanged sentence

Actual Return on Plan Assets

Lump Sum Window Payments /Annuity Purchase Payments

Lump Sum Window Payments

Benefits Paid

8 unchanged sentences

Rate of compensation Increase (ages 40-49)

Rate of compensation Increase (ages 50-54)

Rate of compensation Increase (ages 40-54)

Rate of compensation Increase (ages 55-64)

Rate of compensation Increase (otherwise)

11 unchanged sentences

Prohibited investments include, but are not limited to, futures contracts, private placements, uncovered options, real estate, the use of margin, short sales, derivatives for speculative purposes, and other investments that are speculative in nature.

In order to achieve a prudent level of portfolio diversification, the securities of any one company are not to exceed 10 % of the total plan assets, and no more than the 15 % of total plan assets is to be invested in any one industry (other than securities of U.S.

In order to achieve a prudent level of portfolio diversification, the securities of any one company are not to exceed

10 % of the total plan assets, and no more than the 15 % of total plan

assets is to be invested in any one industry (other than securities of U.S.

Government or Agencies).

31 unchanged sentences

Mortgage backed securities

Collateralized mortgage obligations

Municipal obligations

1 unchanged sentence

Fixed Income Mutual Funds:

Fair Value Measurements at December 31, 2024 Using

(In thousands)

Balance as of

Quoted Prices

Equity Securities:

12 unchanged sentences

Government and agencies

Mortgage backed securities

Municipal obligations

Corporate bonds

Fixed Income Mutual Funds:

1 unchanged sentence

Equity Mutual Funds:

Global equity

Domestic equity large cap

17 unchanged sentences

Amounts charged to expense have not been significant in any year.

NOTE P—STOCK BASED COMPENSATION

NOTE Q—STOCK BASED COMPENSATION

On May 12, 2020, United’s shareholders approved the 2020 Long-Term Incentive Plan (“2020 LTI Plan”).

The 2020 LTI Plan became effective May 13, 2020.

An award granted under the 2020 LTI Plan may consist of any non-qualified

stock options or incentive stock options, stock appreciation rights (“SARs”), restricted stock, restricted stock units, performance units or other-stock-based award.

An award granted under the 2020 LTI Plan may consist of any non-qualified stock options or incentive stock options, stock appreciation rights (“SARs”), restricted stock, restricted stock units, performance units or other-stock-based award.

These awards all relate to the common stock of United.

3 unchanged sentences

The maximum number of options and stock appreciation rights, in the aggregate, which may be awarded to any individual key employee during any calendar year is 100,000 .

The maximum number of options and stock appreciation rights, in the aggregate, which may be awarded to any non-employee

director during any calendar year is 10,000 or, if such Award is payable in cash, the Fair Market Value equivalent thereof.

The maximum number of shares of restricted stock or shares subject to a restricted stock units award that may be granted during any calendar year is 225,000 shares to any individual key employee and 10,000 shares to any individual non-employee

certain change in control provisions, the 2020 LTI Plan provides that all awards of will vest as the Committee determines in the award agreement, provided that no awards will vest sooner than 1/3 per year over the first three

anniversaries of the award.

The maximum number of options and stock appreciation rights, in the aggregate, which may be awarded to any non-employee director during any calendar year is 10,000 or, if such Award is payable in cash, the Fair Market Value equivalent thereof.

Subject to certain change in control provisions, the 2020 LTI Plan provides that all awards of will vest as the Committee determines in the award agreement, provided that no awards will vest sooner than 1/3 per year over the first three anniversaries of the award.

United adopted a clawback policy that applies to named executive officers and other executive officers and permits the Committee to cancel certain awards and to recoup gains realized from previous awards should United be required to prepare an accounting restatement due to materially inaccurate performance metrics.

was filed on May 29, 2020 with the Securities and Exchange Commission to register all the shares which were available for the 2020 LTI Plan.

A Form S-8 was filed on May 29, 2020 with the Securities and Exchange Commission to register all the shares which were available for the 2020 LTI Plan.

The 2020 LTI Plan replaces the 2016 LTI Plan.

During the year of 2024, a total of 184,458 shares of restricted stock and 254,592 of restricted stock units were granted under the 2020 LTI Plan.

No non-qualified

stock options were granted under the 2020 LTI Plan during the year of 2023.

No non-qualified stock options were granted under the 2020 LTI Plan during the year of 2024.

Compensation expense of $ 12,130 ,000, $ 12,463 ,000, and $ 9,881 ,000 related to all share-based grants and awards under United’s Long-Term Incentive Plans was incurred for the years 2024, 2023 and 2022, respectively.

19 unchanged sentences

Nonvested at December 31, 2024

As of December 31, 2023, the total unrecognized compensation cost related to nonvested option awards was $ 52 ,000 with a weighted-average expense recognition period of 0.2 years.

As of December 31, 2024, there was no unrecognized compensation cost related to nonvested option awards.

The total fair value of awards vested during the year ended December 31, 2024, was $ 319,000 .

2 unchanged sentences

All shares issued in connection with stock option exercises for 2024 and 2023 were issued from authorized and unissued stock.

No options were granted in 2023 and 2022.

The weighted-average grant-date fair value of options granted in the year of 2021 was $ 5.83 .

No options were granted in 2024,

2023, and 2022.

The total intrinsic value of options exercised under the Plans during the years ended December 31, 2024, 2023, and 2022 was $ 1,881 ,000, $ 947 ,000, and $ 6,325 ,000, respectively.

3 unchanged sentences

Restricted Stock

Under the 2020 LTI Plan, United may award restricted common shares to key employees and non-employee

Restricted shares granted to participants will vest no sooner than 1/3 per year over the first three anniversaries of the award.

Under the 2020 LTI Plan, United may award restricted common shares to key employees and non-employee directors.

Restricted shares granted to participants will vest no sooner than 1/3 per year over the first three

anniversaries of the award.

Unless determined by the Committee or the Board and provided in the award agreement, recipients of restricted shares do not pay any consideration to United for the shares, have the right to vote all shares subject to such grant and receive all dividends with respect to such shares, whether or not the shares have vested.

15 unchanged sentences

Based on ASC Topic 718, the ROATCE comparison is considered a performance condition while the TSR comparison is considered a market condition.

There will be no payout of the performance-vested awards if the threshold performance is not achieved.

will be no payout of the performance-vested awards if the threshold performance is not achieved.

United communicates the specific threshold, target, and maximum performance-vested RSU awards and performance targets to the applicable key employees at the beginning of a performance period.

11 unchanged sentences

As of December 31, 2024, the total unrecognized compensation cost related to nonvested restricted stock units was $ 8,500 ,000 with a weighted-average expense recognition period of 1.2 years.

NOTE Q—COMMITMENTS AND CONTINGENT LIABILITIES

NOTE R—COMMITMENTS AND CONTINGENT LIABILITIES

Lending-related Commitments

United is a party to financial instruments with off-balance-sheet

risk in the normal course of business to meet the financing needs of its customers and to alter its own exposure to fluctuations in interest rates.

United is a party to financial instruments with off-balance-sheet risk in the normal course of business to meet the financing needs of its customers and to alter its own exposure to fluctuations in interest rates.

These financial instruments include loan commitments, standby letters of credit, and interest rate swap agreements.

1 unchanged sentence

United’s maximum exposure to credit loss in the event of nonperformance by the counterparty to the financial instrument for the loan commitments and standby letters of credit is the contractual or notional amount of those instruments.

United uses the same policies in making commitments and conditional obligations as it does for on-balance

sheet instruments.

United uses the same policies in making commitments and conditional obligations as it does for on-balance sheet instruments.

Collateral may be obtained, if deemed necessary, based on management’s credit evaluation of the counterparty.

4 unchanged sentences

United had approximately $ 5,886,473,000 and $ 6,851,890,000 of loan commitments outstanding as of December 31, 2024 and December 31, 2023, respectively, approximately 38% of which contractually expire within one year .

Excluded in the December 31, 2023 and December 31, 2022 amounts above are commitments to extend credit of $ 416,095,000 and $ 719,841,000 , respectively, related to mortgage loan funding commitments of United’s mortgage banking segment and are of a short-term nature.

Excluded in the December 31, 2023 amount above are commitments to extend credit of $ 416,095,000 related to mortgage loan funding commitments.

Commercial and standby letters of credit are agreements used by United’s customers as a means of improving their credit standing in their dealings with others.

7 unchanged sentences

Mortgage Banking

United’s mortgage banking segment provides for its estimated exposure to repurchase loans previously sold to investors for which borrowers failed to provide full and accurate information on their loan application or for which appraisals have not been acceptable or where the loan was not underwritten in accordance with the loan program specified by the loan investor, and for other exposure to its investors related to loan sales activities.

Related to its mortgage banking activities, United provides for its estimated exposure to repurchase loans previously sold to investors for which borrowers failed to provide full and accurate information on their loan application or for which appraisals have not been acceptable or where the loan was not underwritten in accordance with the loan program specified by the loan investor, and for other exposure to its investors related to loan sales activities.

United evaluates the merits of each claim and estimates its reserve based on actual and expected claims received and considers the historical amounts paid to settle such claims.

United’s mortgage banking segment reserve was immaterial as of December 31, 2023 and December 31, 2022.

United has derivative counter-party risk that may arise from the possible inability of United’s mortgage banking segment’s third party investors to meet the terms of their forward sales contracts.

United’s mortgage banking segment works with third-party investors that are generally well-capitalized, are investment grade and exhibit strong financial performance to mitigate this risk.

United’s repurchase reserve was immaterial as of December 31, 2024 and December 31, 2023.

United has derivative counter-party risk that may arise from the possible inability of United’s third party investors to meet the terms of their forward sales contracts.

United’s third-party investors that are generally well-capitalized, are investment grade and exhibit strong financial performance to mitigate this risk.

United does not expect any third-party investor to fail to meet its obligation.

2 unchanged sentences

On at least a quarterly basis, United assesses its liabilities and contingencies in connection with all pending or threatened claims and litigation, utilizing the most recent information available.

On a matter-by-matter

basis, an accrual for loss is established for those matters which United believes it is probable that a loss may be incurred and that the amount of such loss can be reasonably estimated.

On a matter-by-matter basis, an accrual for loss is established for those matters which United believes it is probable that a loss may be incurred and that the amount of such loss can be reasonably estimated.

Once established, each accrual is adjusted as appropriate to reflect any subsequent developments.

7 unchanged sentences

It is not possible at this time for management to assess the probability of a material adverse outcome or reasonably estimate the amount of any potential loss related to such matters.

NOTE R—DERIVATIVE FINANCIAL INSTRUMENTS

NOTE S—DERIVATIVE FINANCIAL INSTRUMENTS

United uses derivative instruments to help aid against adverse price changes or interest rate movements on the value of certain assets or liabilities and on future cash flows.

4 unchanged sentences

The derivatives are intended to hedge the changes in cash flows associated with floating rate FHLB borrowings.

One of these two interest rate swap derivatives matured during the third quarter of 2024.

As of December 31, 2024, United has determined that no forecasted transactions related to its cash flow hedges resulted in gains or losses pertaining to cash flow hedge reclassification from AOCI to income because the forecasted transactions became probable of not occurring.

United estimates that $ 18,905,000 will be reclassified from AOCI as a decrease to interest expense over the next 12-months

following December 31, 2023 related to the cash flow hedges.

United estimates that $ 9,131,000 will be reclassified from AOCI as a decrease to interest expense over the next 12-months following December 31, 2024 related to the cash flow hedges.

As of December 31, 2024, the maximum length of time over which forecasted transactions are hedged is six years.

1 unchanged sentence

United has executed and cleared eligible derivatives through the London Clearing House (“LCH”).

Variation margin at the LCH is distinguished as settled-to-market

and settled daily based on the prior day value, rather than collateralized-to-market.

Variation margin at the LCH is distinguished as settled-to-market and settled daily based on the prior day value, rather than collateralized-to-market.

The daily settlement of the derivative exposure does not change or reset the contractual terms of the instrument.

9 unchanged sentences

Fair Value Hedges:

Interest rate swap contracts (hedging commercial loans)

rate swap contracts (hedging commercial loans)

Total Fair Value Hedges

12 unchanged sentences

December 31, 2023

(In thousands)

Derivatives not designated as hedging instruments

Forward loan sales commitments

Other liabilities

TBA mortgage-backed securities

1 unchanged sentence

Other liabilities

Interest rate lock commitments

Forward loan sales commitments

Other liabilities

7 unchanged sentences

Hedging Relationships

Location in the Statement

Location in the Statement of

Carrying Amount of

Assets/(Liabilities)

the Hedged Assets/

(Liabilities)

Cumulative Amount

45 unchanged sentences

Cash Flow Hedges:

rate swap contracts

Interest rate swap contracts

Interest on long-term

2 unchanged sentences

Interest rate swap contracts

Interest and fees on

loans and leases

Interest and fees on loans and leases

Total derivatives in hedging relationships

1 unchanged sentence

Forward loan sales commitments

Income from Mortgage

Banking Activities

Income from Mortgage Banking Activities

TBA mortgage-backed securities

Income from Mortgage

Banking Activities

Income from Mortgage Banking Activities

Interest rate lock commitments

Income from Mortgage

Banking Activities

Income from Mortgage Banking Activities

Total derivatives not designated as hedging instruments

2 unchanged sentences

For the years ended December 31, 2024, 2023 and 2022, changes in the fair value of any interest rate swaps attributed to hedge ineffectiveness were recorded, but were not significant to United’s Consolidated Statements of Income.

NOTE S--COMPREHENSIVE

NOTE T--COMPREHENSIVE

The changes in accumulated other comprehensive income are as follows:

10 unchanged sentences

Related income tax effect

Net reclassification adjustment for (gains) losses included in net income

Net reclassification adjustment for gains included in net income

Related income tax effect

18 unchanged sentences

(a) All amounts are net-of-tax.

United has adopted the portfolio approach for purposes of releasing residual tax effects within AOCI.

Reclassifications out of Accumulated Other Comprehensive Income (AOCI)

5 unchanged sentences

Available for sale (“AFS”) securities:

Net reclassification adjustment for gains included in net income

Net investment securities gains

Net reclassification adjustment for losses included in net income

Net investment securities losses

Total before tax

5 unchanged sentences

Related income tax effect

Reclassifications out of Accumulated Other Comprehensive Income (AOCI)

For the Year Ended December 31, 2023

(In thousands)

Details about AOCI Components

Affected Line Item in the Statement Where

Net Income is Presented

Pension plan:

4 unchanged sentences

Total reclassifications for the period

(a) This AOCI component is included in the computation of changes in plan assets (see Note O, Employee Benefit Plans)

(b) This AOCI component is included in the computation of net periodic pension cost (see Note O, Employee Benefit Plans)

NOTE T--UNITED

(a) This AOCI component is included in the computation of changes in plan assets (see Note P, Employee Benefit Plans)

(b) This AOCI component is included in the computation of net periodic pension cost (see Note P, Employee Benefit Plans)

NOTE U--UNITED

BANKSHARES, INC.

11 unchanged sentences

Liabilities and Shareholders’ Equity

Subordinated notes

Junior subordinated debentures of subsidiary trusts

Accrued expenses and other liabilities

Shareholders’ equity (including other accumulated comprehensive losses of $ 259,681 and $ 332,732 at December 31, 2023 and 2022, respectively)

Shareholders’ equity (including other accumulated comprehensive losses of

$ 223,903 and $ 259,681 at December 31, 2024 and 2023, respectively)

Total Liabilities and Shareholders’ Equity

7 unchanged sentences

Nonbank subsidiaries

Condensed Statements of Income

Year Ended December 31

(In thousands)

Operating expenses

3 unchanged sentences

Income of Subsidiaries

Condensed Statements of Income

Year Ended December 31

(In thousands)

Equity in undistributed net income of subsidiaries:

13 unchanged sentences

Investing Activities

Net proceeds from (purchases) sales of debt securities

Net (purchases) proceeds from sales of equity securities

Net cash received in acquisition of subsidiary

Net proceeds from sales (purchases) of debt securities

Net proceeds from sales (purchases) of equity

Increase in investment in subsidiaries

7 unchanged sentences

Net Cash Used in Financing Activities

(Decrease) Increase in Cash and Cash Equivalents

Increase (Decrease) in Cash and Cash Equivalents

Cash and Cash Equivalents at Beginning of Year

Cash and Cash Equivalents at End of Year

NOTE U—REGULATORY MATTERS

NOTE V--REGULATORY

United Bank maintains average reserve balances with its Federal Reserve Bank.

8 unchanged sentences

United’s subsidiary banks are subject to various regulatory capital requirements administered by federal banking agencies.

Pursuant to capital adequacy guidelines, United’s subsidiary banks must meet specific capital guidelines that involve various quantitative measures of the banks’ assets, liabilities, and certain off-balance-sheet

items as calculated under regulatory accounting practices.

United’s subsidiary banks’ capital amounts and classifications are also subject to qualitative judgments by the regulators about components, risk weightings, and other factors.

23 unchanged sentences

United Bankshares

Common Tier I Capital (to Risk Weighted Assets):

United Bankshares

(Dollars in thousands)

Adequacy Purposes

Common Tier I Capital (to Risk Weighted Assets):

United Bankshares

Tier I Capital (to Average Assets):

United Bankshares

United’s mortgage banking entities, George Mason and Crescent, are subject to net worth requirements issued by the U.S.

Department of Housing and Urban Development (“HUD”).

Failure to meet minimum capital requirements of HUD can result in certain mandatory and possibly additional discretionary actions that, if undertaken, could have a direct material effect on George Mason’s and Crescent’s operations.

For George Mason and Crescent, the maximum net worth requirement of HUD at December 31, 2023 was $ 2,500,000 .

George Mason’s net worth and Crescent’s net worth were $ 153,854,000 and $ 103,525,000 at December 31, 2023, which both exceeded the HUD requirements.

NOTE V—FAIR VALUES OF FINANCIAL INSTRUMENTS

VALUES OF FINANCIAL INSTRUMENTS

In accordance with ASC Topic 820, the following describes the valuation techniques used by United to measure certain financial assets and liabilities recorded at fair value on a recurring basis in the financial statements.

14 unchanged sentences

Factors that management considers include:

a significant widening of the bid-ask

spread, a considerable decline in the volume and level of trading activity in the instrument, a significant variance in prices among market participants, and a significant reduction in the level of observable inputs.

a significant widening of the bid-ask spread, a considerable decline in the volume and level of trading activity in the instrument, a significant variance in prices among market participants, and a significant reduction in the level of observable inputs.

Any securities available for sale not valued based upon quoted market prices or third party pricing models that consider observable market data are considered Level 3.

Currently, United does not have any available-for-sale

securities considered as Level 3.

Currently, United does not have any available-for-sale securities considered as Level 3.

Loans held for sale

For residential mortgage loans sold in the mortgage banking segment, the loans closed are recorded at fair value using the fair value option which is measured using valuations from investors for loans with similar characteristics (“Level 2”) with some adjusted for the Company’s actual sales experience versus the investor’s indicated pricing (“Level 3”).

For residential mortgage loans sold, the loans closed are recorded at fair value using the fair value option which is measured using valuations from investors for loans with similar characteristics (“Level 2”) with some adjusted for the Company’s actual sales experience versus the investor’s indicated pricing (“Level 3”).

The unobservable input for Level 3 valuations is the Company’s historical sales prices.

7 unchanged sentences

Management internally reviews the derivative values provided by third party vendors on a quarterly basis.

All derivative values are tested for reasonableness by management utilizing a net present value calculation.

For a fair value hedge, the fair value of the interest rate swap is recognized on the balance sheet as either a freestanding asset or liability with a corresponding adjustment to the hedged financial instrument.

3 unchanged sentences

The Company records its interest rate lock commitments and forward loan sales commitments at fair value determined as the amount that would be required to settle each of these derivative financial instruments at the balance sheet date.

In the normal course of business, United’s mortgage banking subsidiaries enter into contractual interest rate lock commitments to extend credit to borrowers with fixed expiration dates.

In the normal course of business, United enters into contractual interest rate lock commitments to extend credit to borrowers with fixed expiration dates.

The commitments become effective when the borrowers “lock-in”

a specified interest rate within the timeframes established by the mortgage companies.

a specified interest rate within the timeframes established by United.

All borrowers are evaluated for credit worthiness prior to the extension of the commitment.

Market risk arises if interest rates move adversely between the time of the interest rate lock by the borrower and the sale date of the loan to the investor.

To mitigate the effect of the interest rate risk inherent in providing rate lock commitments to borrowers, United’s mortgage banking subsidiaries may enter into either a forward sales contract to sell loans to investors or a TBA mortgage-backed security.

To mitigate the effect of the interest rate risk inherent in providing rate lock commitments to borrowers, United may enter into either a forward sales contract to sell loans to investors or a TBA mortgage-backed security.

Fair values of TBA mortgage-backed securities are measured using valuations from investors for mortgage-backed securities with similar characteristics (“Level 2”).

4 unchanged sentences

The unobservable input for Level 3 valuations is the Company’s historical sales prices.

For December 31, 2023, the range of historical sales prices increased the investor’s indicated pricing by a range of 0.08 % to 0.38 % with a weighted average increase of 0.34 %.

For derivatives that are not designated in a hedge relationship within the mortgage banking segment, changes in the fair value of these derivatives are recognized in income from mortgage banking activities in the same period as the change in the fair value.

For December 31, 2024, the range of historical sales prices increased the investor’s indicated pricing

by a range of

0.64 % with a weighted average increase of

For derivatives that are not designated in a hedge relationship, changes in the fair value of these derivatives are recognized in income from mortgage banking activities in the same period as the change in the fair value.

Unrealized gains and losses due to changes in the fair value of other derivative financial instruments not in hedge relationship, if any, are included in noninterest income and noninterest expense, respectively.

12 unchanged sentences

Single issue trust preferred securities

Fair Value at December 31, 2024 Using

(In thousands)

Balance as of

Quoted Prices

Other corporate securities

8 unchanged sentences

Interest rate swap contracts

Forward sales commitments

TBA mortgage-backed securities

Interest rate lock commitments

1 unchanged sentence

Derivative financial liabilities:

TBA mortgage-backed securities

Forward sales commitments

Total derivative financial liabilities

4 unchanged sentences

Available for sale debt securities:

Treasury securities and

obligations of U.S.

corporations and agencies

Treasury securities and obligations of U.S.

Government corporations and agencies

State and political subdivisions

12 unchanged sentences

Derivative financial assets:

Fair Value at December 31, 2022 Using

(In thousands)

Balance as of

Quoted Prices

Interest rate swap contracts

Forward sales commitments

TBA mortgage-backed securities

Interest rate lock commitments

2 unchanged sentences

TBA mortgage-backed securities

Interest rate lock commitments

Total derivative financial liabilities

The equity mutual funds are within a rabbi trust for the payment of benefits under a deferred compensation plan for certain key officers of United and its subsidiaries.

The equity mutual funds are within a rabbi trust for the payment of benefits under a deferred compensation plan for certain key

officers of United and its subsidiaries.

There were no transfers between Level 1, Level 2 and Level 3 for financial assets and liabilities measured at fair value on a recurring basis during the year ended December 31, 2024 and 2023.

1 unchanged sentence

The amount of total gains or losses for the period included in earnings (or changes in net assets) attributable to the change in unrealized gains or losses related to assets still held at the reporting date are recorded in Income from mortgage banking activities in the Consolidated Statements of Income.

Loans held for sale

(In thousands)

Derivative Assets

Derivative Liabilities

December31, 2024

Forward Sales

Interest Rate

Balance, beginning of period

Transfers to portfolio loans

Transfers other

Total gains during the period recognized in earnings

1 unchanged sentence

The amount of total (losses) gains for the period included in earnings (or changes in net assets) attributable to the change in unrealized gains or losses relating to assets still held at reporting date

Derivative financial assets

TBA securities

(In thousands)

Balance, beginning of period

Transfers other

Balance, end of period

The amount of total gains for the period included in earnings (or changes in net assets) attributable to the change in unrealized gains or losses relating to assets still held at reporting date

Derivative financial assets

Forward sales commitments

(In thousands)

Balance, beginning of period

Transfers other

Balance, end of period

The amount of total gains for the period included in earnings (or changes in net assets) attributable to the change in unrealized gains or losses relating to assets still held at reporting date

Derivative financial assets

Interest rate lock

(In thousands)

Balance, beginning of period

Transfers other

Balance, end of period

The amount of total gains for the period included in earnings (or changes in net assets) attributable to the change in unrealized gains or losses relating to assets still held at reporting date

Derivative financial liabilities

Forward sales commitments

(In thousands)

Balance, beginning of period

Transfers other

Balance, end of period

The amount of total gains for the period included in earnings (or changes in net assets) attributable to the change in unrealized gains or losses relating to assets still held at reporting date

Derivative financial liabilities

TBA securities

(In thousands)

Balance, beginning of period

Transfers other

Balance, end of period

The amount of total gains for the period included in earnings (or changes in net assets) attributable to the change in unrealized gains or losses relating to assets still held at reporting date

Derivative financial liabilities

Interest rate lock

(In thousands)

Derivative Assets

Derivative Liabilities

December 31, 2023

Held for Sale

Forward Sales

Interest Rate

Balance, beginning of period

Transfers other

Total gains during the period recognized in earnings

Balance, end of period

14 unchanged sentences

Certain financial assets are measured at fair value on a nonrecurring basis in accordance with GAAP.

Adjustments to the fair value of these assets usually result from the application of lower-of-cost-or-market

accounting or write-downs of individual assets.

Adjustments to the fair value of these assets usually result from the application of lower-of-cost-or-market accounting or write-downs of individual assets.

The following describes the valuation techniques used by United to measure certain financial assets recorded at fair value on a nonrecurring basis in the financial statements.

33 unchanged sentences

United may elect to perform a qualitative analysis to determine whether or not it is more-likely-than not that the fair value of a reporting unit is less than its carrying amount.

If United elects to bypass this qualitative analysis, or concludes via qualitative analysis that it is more-likely-than-not

that the fair value of a reporting unit is less than its carrying value, United may use either a market or income quantitative approach to determine the fair value of the reporting unit.

If United elects to bypass this qualitative analysis, or concludes via qualitative analysis that it is more-likely-than-not that the fair value of a reporting unit is less than its carrying value, United may use either a market or income quantitative approach to determine the fair value of the reporting unit.

If the fair value of the reporting unit is less than its carrying value, an impairment charge would be recorded for the difference, not to exceed the amount of goodwill allocated to the reporting unit.

10 unchanged sentences

A mortgage servicing right asset represents the amount by which the present value of the estimated future net cash flows to be received from servicing loans are expected to more than adequately compensate the Company for performing the servicing.

The Company initially measures servicing assets and liabilities retained related to the sale of residential loans held for sale (“mortgage servicing rights”) at fair value.

The Company initially measures servicing assets and liabilities retained related to the sale of residential loans held for sale at fair value.

For subsequent measurement purposes, the Company measures servicing assets and liabilities using the amortization method on a quarterly basis.

3 unchanged sentences

The unobservable inputs for Level 3 valuations are market discount rates, anticipated prepayment speeds, projected delinquency rates, and ancillary fee income net of servicing costs.

For the unobservable inputs used in the valuation of mortgage servicing rights at December 31, 2023 and 2022, refer to Note I of these Notes to Consolidated Financial Statements.

During the third quarter of 2024, United sold its remaining balance of MSRs.

For the unobservable inputs used in the valuation of MSRs at December 31, 2023, refer to Note J of these Notes to Consolidated Financial Statements.

The Company did not record any temporary impairment of MSRs in during the year of 2024 and 2023.

The following table summarizes United’s financial assets that were measured at fair value on a nonrecurring basis during the period:

9 unchanged sentences

Individually assessed loans

Fair Value of Other Financial Instrumen

Fair Value of Other Financial Instruments

The following methods and assumptions were used by United in estimating its fair value disclosures for other financial instruments:

2 unchanged sentences

Securities held to maturity and other securities

The estimated fair values of securities held to maturity are based on quoted market prices, where

The estimated fair values of securities held to maturity are based on quoted market prices, where available.

If quoted market prices are not available, fair values are measured utilizing independent valuation techniques of identical or similar securities for which significant assumptions are derived primarily from or corroborated by observable market data.

3 unchanged sentences

Loans and leases

The fair values of certain mortgage loans (e.g., one-to-four

family residential), credit card loans, and other consumer loans are based on quoted market prices of similar loans sold in conjunction with securitization transactions, adjusted for differences in loan characteristics.

The fair values of certain mortgage loans (e.g., one-to-four family residential), credit card loans, and other consumer loans are based on quoted market prices of similar loans sold in conjunction with securitization transactions, adjusted for differences in loan characteristics.

The fair values of other loans and leases (e.g., commercial real estate and rental property mortgage loans, commercial and industrial loans, financial institution loans and agricultural loans) are estimated using discounted cash flow analyses, using market interest rates currently being offered for loans and leases with similar terms to borrowers of similar creditworthiness, which include adjustments for liquidity concerns.

9 unchanged sentences

The estimated fair values of United’s financial instruments are summarized below:

Fair Value Measurements

Fair Value at Measurement

(In thousands)

24 unchanged sentences

Derivative financial liabilities

NOTE W—VARIABLE INTEREST ENTITIES

NOTE X--VARIABLE

INTEREST ENTITIES

Variable interest entities (“VIEs”) are entities that either have a total equity investment that is insufficient to permit the entity to finance its activities without additional subordinated financial support or whose equity investors lack the characteristics of a controlling financial interest (i.e., ability to make significant decisions, through voting rights, right to receive the expected residual returns of the entity, and obligation to absorb the expected losses of the entity).

20 unchanged sentences

As of December 31, 2024, United expects to recover its remaining investments through the use of the tax credits that are generated by the investments.

NOTE X—SEGMENT INFORMATION

United operates in two business segments:

community banking and mortgage banking.

NOTE Y--SEGMENT

United operates in one reportable segment, community banking.

Through its community banking segment, United offers a full range of products and services through various delivery channels.

In particular, the community banking segment includes both commercial and consumer lending and provides customers with such products as commercial loans, real estate loans, business financing and consumer loans.

In addition, this segment provides customers with several choices of deposit products including demand deposit accounts, savings accounts and certificates of deposit as well as investment and financial advisory services to businesses and individuals, including financial planning, retirement/estate planning, and investment management.

The mortgage banking segment engages primarily in the origination and acquisition of residential mortgages for sale into the secondary market though United’s mortgage banking subsidiaries, George Mason and Crescent.

Crescent may retain servicing rights on their mortgage loans sold.

At certain times, Crescent may purchase or sell rights to service loans from or to third parties.

These rights, known as mortgage servicing rights, provide the owner with the contractual right to receive a stream of cash flows in exchange for performing specified mortgage servicing functions.

The community banking segment provides the mortgage banking segment (George Mason and Crescent) with short-term funds to originate mortgage loans through a warehouse line of credit and charges the mortgage banking segment interest based on a Fed Funds target rate.

These transactions are eliminated in the consolidation process.

The Company does not have any operating segments other than those reported.

The “Other” category consists of financial information not directly attributable to a specific segment, including interest income from investments and net securities gains or losses of parent companies and their non-banking

subsidiaries, interest expense related to subordinated notes of unconsolidated subsidiaries as well as the elimination of non-segment

related intercompany transactions such as management fees.

The “Other” represents an overhead function rather than an operating segment.

Information about the reportable segments and reconciliation of this information to the consolidated financial statements at and for the years ended December 31, 2023, 2022 and 2021 is as follows:

At and For the Year Ended December 31, 2023

(In thousands)

Net interest income

Provision for credit losses

Other expense

Net income (loss)

Total assets (liabilities)

Average assets (liabilities)

At and For the Year Ended December 31, 2022

(In thousands)

Net interest income

Provision for credit losses

Other expense

Net income (loss)

Total assets (liabilities)

Average assets (liabilities)

At and For the Year Ended December 31, 2021

Included among the banking products and services offered are the acceptance of deposits in checking, savings, time and money market accounts;

the making and servicing of personal, credit card, commercial, and floor plan loans;

and the making of construction and real estate loans as well as the origination and sale of residential mortgages in the secondary market.

Also offered are trust and brokerage services, safe deposit boxes, and wire transfers.

The community banking segment derives revenues mainly from interest income on loans to customers, investment securities held and other short-term investments in addition to fees and income derived related to the services listed above.

The accounting policies of the community banking segment are the same as those described in the summary of significant accounting policies.

United’s chief operating decision maker (“CODM”) is its chief executive officer who maintains responsibility for the day-to-day

management of the Company including regularly reviewing the operating results of the community banking segment in order to assess performance and make decisions about resource allocation based on net income that also is reported on the income statement as consolidated net income.

The measure of community banking segment assets is reported on the Consolidated Balance Sheets as total assets .

The CODM uses net income to evaluate income generated from segment assets (return on assets) in deciding whether to reinvest profits into the community banking segment or into other parts of the entity, such as for acquisitions or to pay dividends.

Net income is used to monitor budget versus actual results as well as comparing to prior year’s results.

The comparative analysis along with the monitoring of budgeted versus actual results are used in assessing performance of the segment.

Information about the community banking segment for the years ended December 31, 2024, 2023 and 2022 is as follows:

For the Year Ended December 31

(In thousands)

2 unchanged sentences

Other expense

Net income (loss)

Total assets (liabilities)

Average assets (liabilities)

NOTE Y—QUARTERLY FINANCIAL DATA (UNAUDITED)

Employee compensation

Employee benefits

Net occupancy expense

Net (gains) losses on the sales of OREO properties

Equipment expense

Data processing expense

Mortgage loan servicing expense and impairment

Bankcard processing expense

FDIC insurance expense

Other segment expense (a)

Total other expense

Income before income taxes

Segment net income

Reconciliation of profit or loss

Adjustments and reconciling items

Consolidated net income

Other segment expense includes legal, consulting and other professional services expense, franchise and other taxes not on income, expense for reserve on lending-related commitments, ATM expenses, marketing expense, core deposits amortization, and other general operating expenses.

NOTE Z--QUARTERLY

FINANCIAL DATA (UNAUDITED)

Quarterly financial data for 2024 and 2023 is summarized below:

11 unchanged sentences

Average shares outstanding (000s):

(Dollars in thousands, except per share data)

Net income per share:

13 unchanged sentences

Dividends per share

(1) For further information, see the rela

ted discussion “Quarterly Results” included in Management’s Discussion and Analysis.

(1) For further information, see the related discussion “Quarterly Results” included in Management’s Discussion and Analysis.

CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURES

1 unchanged sentence

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 8. Financial Statements and Supplementary Data