Item 1. Financial Statements
Item 1. FINANCIAL STATEMENTS (UNAUDITED)
The June 30, 2025 and December 31, 2024, consolidated balance sheets of United Bankshares, Inc. and Subsidiaries (“United” or the “Company”), consolidated statements of income and comprehensive income for the three and six months ended June 30, 2025 and 2024, the related consolidated statement of changes in shareholders’ equity for the three and six months ended June 30, 2025 and 2024, the related condensed consolidated statements of cash flows for the six months ended June 30, 2025 and 2024, and the notes to consolidated financial statements appear on the following pages.
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CONSOLIDATED BALANCE SHEETS
UNITED BANKSHARES, INC. AND SUBSIDIARIES
(Dollars in thousands, except par value)
June 30
December 31
2025
2024
(Unaudited)
(Note 1)
Assets
Cash and due from banks
$
326,892
$
240,655
Interest-bearing deposits with other banks
1,986,492
2,050,321
Federal funds sold
1,308
1,268
Total cash and cash equivalents
2,314,692
2,292,244
Securities available for sale at estimated fair value (amortized cost-$ 3,334,324 at June 30, 2025 and $ 3,282,690 at December 31, 2024, allowance for credit losses of $ 0 at June 30, 2025 and December 31, 2024)
3,074,071
2,959,719
Securities held to maturity, net of allowance for credit losses of $ 18 at June 30, 2025 and December 31, 2024 (estimated fair value-$ 1,020 at June 30, 2025 and December 31, 2024)
1,002
1,002
Equity securities at estimated fair value
21,996
21,058
Other investment securities
299,584
277,517
Loans held for sale measured using fair value option
37,053
44,360
Loans and leases
24,060,866
21,680,498
Less: Unearned income
( 10,644
)
( 7,005
)
Loans and leases, net of unearned income
24,050,222
21,673,493
Less: Allowance for loan and lease losses
( 307,962
)
( 271,844
)
Net loans and leases
23,742,260
21,401,649
Bank premises and equipment
208,798
186,131
Operating lease right-of-use
assets
91,071
81,742
Goodwill
2,018,910
1,888,889
Bank-owned life insurance (“BOLI”)
541,216
497,181
Accrued interest receivable
107,487
102,412
Other assets
325,223
269,641
TOTAL ASSETS
$
32,783,363
$
30,023,545
Liabilities
Deposits:
Noninterest-bearing
$
6,627,265
$
6,135,413
Interest-bearing
19,708,609
17,826,446
Total deposits
26,335,874
23,961,859
Borrowings:
Securities sold under agreements to repurchase
160,798
176,090
Federal Home Loan Bank (“FHLB”) borrowings
250,000
260,199
Other long-term borrowings
301,021
280,221
Reserve for lending-related commitments
35,819
34,911
Operating lease liabilities
96,899
86,771
Accrued expenses and other liabilities
238,411
230,271
TOTAL LIABILITIES
27,418,822
25,030,322
Shareholders’ Equity
Preferred stock, $ 1.00 par value; Authorized- 50,000,000
shares, no ne issued
0
0
Common stock, $ 2.50 par value; Authorized- 200,000,000
shares; issued- 150,830,781
and 142,694,816 at June 30, 2025 and December 31, 2024, respectively, including 8,921,329 and 7,348,188 shares in treasury at June 30, 2025 and December 31, 2024, respectively
377,077
356,737
Surplus
3,461,258
3,196,154
Retained earnings
2,016,671
1,917,726
Accumulated other comprehensive loss
( 183,728
)
( 223,903
)
Treasury stock, at cost
( 306,737
)
( 253,491
)
TOTAL SHAREHOLDERS’ EQUITY
5,364,541
4,993,223
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY
$
32,783,363
$
30,023,545
See notes to consolidated unaudited financial statements.
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CONSOLIDATED STATEMENTS OF INCOME (Unaudited)
UNITED BANKSHARES, INC. AND SUBSIDIARIES
(Dollars in thousands, except per share data)
Three Months Ended
Six Months Ended
June 30
June 30
2025
2024
2025
2024
Interest income
Interest and fees on loans
$
370,644
$
326,253
$
722,480
$
647,244
Interest on federal funds sold and other short-term investments
22,633
12,787
46,359
25,090
Interest and dividends on securities:
Taxable
26,706
33,968
53,617
68,690
Tax-exempt
1,213
1,176
2,387
2,340
Total interest income
421,196
374,184
824,843
743,364
Interest expense
Interest on deposits
139,156
132,425
275,444
260,802
Interest on short-term borrowings
1,488
2,206
2,938
4,288
Interest on long-term borrowings
6,015
13,838
11,869
30,070
Total interest expense
146,659
148,469
290,251
295,160
Net interest income
274,537
225,715
534,592
448,204
Provision for credit losses
5,889
5,779
34,992
11,519
Net interest income after provision for credit losses
268,648
219,936
499,600
436,685
Other income
Fees from trust services
4,931
4,744
9,713
9,390
Fees from brokerage services
4,862
4,959
10,507
10,226
Fees from deposit services
9,664
9,326
18,971
18,297
Bankcard fees and merchant discounts
2,102
1,355
3,853
3,228
Other service charges, commissions, and fees
1,154
869
2,235
1,727
Income from bank-owned life insurance
3,618
2,549
6,988
4,967
Income from mortgage banking activities
2,603
3,901
5,082
9,199
Mortgage loan servicing income
0
783
0
1,572
Net investment securities gains (losses)
425
( 218
)
946
( 317
)
Other income
2,101
1,955
2,719
4,146
Total other income
31,460
30,223
61,014
62,435
Other expense
Employee compensation
62,929
58,501
123,795
117,794
Employee benefits
13,434
12,147
26,725
26,818
Net occupancy expense
12,525
11,400
25,126
23,743
Other real estate owned (“OREO”) expense
236
268
258
427
Net losses (gains) on the sales of OREO properties
16
32
5
( 51
)
Equipment expense
8,551
7,548
17,133
14,401
Data processing expense
7,952
7,290
16,407
14,753
Mortgage loan servicing expense and impairment
0
1,011
0
2,026
Bankcard processing expense
588
602
1,188
1,218
FDIC insurance expense
4,532
5,058
9,260
11,513
Other expense
37,257
30,917
81,696
62,874
Total other expense
148,020
134,774
301,593
275,516
Income before income taxes
152,088
115,385
259,021
223,604
Income taxes
31,367
18,878
53,994
40,283
Net income
$
120,721
$
96,507
$
205,027
$
183,321
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CONSOLIDATED STATEMENTS OF INCOME (Unaudited) - continued
UNITED BANKSHARES, INC. AND SUBSIDIARIES
(Dollars in thousands, except per share data)
Three Months Ended
Six Months Ended
June 30
June 30
2025
2024
2025
2024
Earnings per common share:
Basic
$
0.85
$
0.71
$
1.44
$
1.36
Diluted
$
0.85
$
0.71
$
1.44
$
1.35
Average outstanding shares:
Basic
142,206,539
135,137,901
142,175,506
134,881,314
Diluted
142,444,497
135,314,785
142,465,543
135,103,288
See notes to consolidated unaudited financial statements
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CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Unaudited)
UNITED BANKSHARES, INC. AND SUBSIDIARIES
(Dollars in thousands)
Three Months Ended
Six Months Ended
June 30
June 30
2025
2024
2025
2024
Net income
$
120,721
$
96,507
$
205,027
$
183,321
Other comprehensive income (loss) on available-for-sale
(“AFS”) securities, net of tax
14,561
2,166
47,728
( 226
)
Other comprehensive loss on cash flow hedge, net of tax
( 3,281
)
( 2,827
)
( 7,553
)
( 2,170
)
Other comprehensive income on defined benefit pension plan, net of tax
0
424
0
848
Comprehensive income, net of tax
$
132,001
$
96,270
$
245,202
$
181,773
See notes to consolidated unaudited financial statements
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CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS’ EQUITY
UNITED BANKSHARES, INC. AND SUBSIDIARIES
(Dollars in thousands, except per share data)
Six Months Ended June 30, 2025
Common Stock
Accumulated
Other
Comprehensive
Income (Loss)
Treasury
Stock
Total
Shareholders’
Equity
Shares
Par
Value
Surplus
Retained
Earnings
Balance at January 1, 2025
142,694,816
$
356,737
$
3,196,154
$
1,917,726
$
( 223,903
)
$
( 253,491
)
$
4,993,223
Comprehensive income:
Net income
0
0
0
84,306
0
0
84,306
Other comprehensive income, net of tax
0
0
0
0
28,895
0
28,895
Total comprehensive income, net of tax
113,201
Acquisition of Piedmont Bancorp, Inc.
( 7,860,831 shares)
7,860,831
19,652
261,294
0
0
0
280,946
Stock based compensation expense
0
0
2,875
0
0
0
2,875
Stock grant forfeiture ( 8,543 shares)
0
0
313
0
0
( 313
)
0
Purchase of treasury stock ( 582,324 shares)
0
0
0
0
0
( 20,348
)
( 20,348
)
Cash dividends ($ 0.37 per share)
0
0
0
( 53,336
)
0
0
( 53,336
)
Net issuance of common stock under stock-based compensation plans ( 274,556 shares)
274,556
687
( 2,799
)
0
0
0
( 2,112
)
Balance at March 31, 2025
150,830,203
377,076
3,457,837
1,948,696
( 195,008
)
( 274,152
)
5,314,449
Comprehensive income:
Net income
0
0
0
120,721
0
0
120,721
Other comprehensive income, net of tax
0
0
0
0
11,280
0
11,280
Total comprehensive income, net of tax
132,001
Stock based compensation expense
0
0
3,384
0
0
0
3,384
Stock grant forfeiture ( 846 shares)
0
0
30
0
0
( 30
)
0
Purchase of treasury stock ( 981,428 shares)
0
0
0
0
0
( 32,555
)
( 32,555
)
Cash dividends ($ 0.37 per share)
0
0
0
( 52,746
)
0
0
( 52,746
)
Net issuance of common stock under stock-based compensation plans ( 578 shares)
578
1
7
0
0
0
8
Balance at June 30, 2025
150,830,781
$
377,077
$
3,461,258
$
2,016,671
$
( 183,728
)
$
( 306,737
)
$
5,364,541
See notes to consolidated unaudited financial statements.
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CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS’ EQUITY
UNITED BANKSHARES, INC. AND SUBSIDIARIES
(Dollars in thousands, except per share data)
Six Months Ended June 30, 2024
Common Stock
Accumulated
Other
Comprehensive
Income (Loss)
Treasury
Stock
Total
Shareholders’
Equity
Shares
Par
Value
Surplus
Retained
Earnings
Balance at January 1, 2024
142,257,646
$
355,644
$
3,181,764
$
1,745,619
$
( 259,681
)
$
( 252,106
)
$
4,771,240
Comprehensive income:
Net income
0
0
0
86,814
0
0
86,814
Other comprehensive loss, net of tax
0
0
0
0
( 1,311
)
0
( 1,311
)
Total comprehensive income, net of tax
85,503
Stock based compensation expense
0
0
3,266
0
0
0
3,266
Stock grant forfeiture ( 5,215 shares)
0
0
190
0
0
( 190
)
0
Purchase of treasury stock ( 29,896 shares)
0
0
0
0
0
( 1,030
)
( 1,030
)
Cash dividends ($ 0.37 per share)
0
0
0
( 50,213
)
0
0
( 50,213
)
Net issuance of common stock under stock-based compensation plans ( 278,723 shares)
278,723
697
( 2,022
)
0
0
0
( 1,325
)
Balance at March 31, 2024
142,536,369
356,341
3,183,198
1,782,220
( 260,992
)
( 253,326
)
4,807,441
Comprehensive income:
Net income
0
0
0
96,507
0
0
96,507
Other comprehensive loss, net of tax
0
0
0
0
( 237
)
0
( 237
)
Total comprehensive income, net of tax
96,270
Stock based compensation expense
0
0
3,004
0
0
0
3,004
Stock grant forfeiture ( 2,053 shares)
0
0
76
0
0
( 76
)
0
Purchase of treasury stock ( 65 shares)
0
0
0
0
0
( 1
)
( 1
)
Cash dividends ($ 0.37 per share)
0
0
0
( 50,204
)
0
0
( 50,204
)
Net issuance of common stock under stock-based compensation plans ( 5,147 shares)
5,147
13
110
0
0
0
123
Balance at June 30, 2024
142,541,516
$
356,354
$
3,186,388
$
1,828,523
$
( 261,229
)
$
( 253,403
)
$
4,856,633
See notes to consolidated unaudited financial statements.
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CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)
UNITED BANKSHARES, INC. AND SUBSIDIARIES
(Dollars in thousands)
Six Months Ended
June 30
2025
2024
NET CASH PROVIDED BY OPERATING ACTIVITIES
$
209,346
$
185,556
INVESTING ACTIVITIES
Proceeds from sales of securities available for sale
192
96,093
Proceeds from maturities and calls of securities available for sale
917,870
1,115,672
Purchases of securities available for sale
( 873,974
)
( 748,891
)
Proceeds from sales of equity securities
528
5,229
Purchases of equity securities
( 520
)
( 633
)
Proceeds from sales and redemptions of other investment securities
2,461
109,901
Purchases of other investment securities
( 27,933
)
( 111,807
)
Purchases of bank premises and equipment
( 8,061
)
( 7,745
)
Proceeds from sales of bank premises and equipment
362
94
Proceeds from redemption of bank-owned life insurance policies
3,365
0
Acquisition of Piedmont Bancorp, Inc., net of cash paid
77,476
0
Proceeds from the sales of OREO properties
167
377
Net change in loans and leases
( 365,752
)
( 238,181
)
NET CASH (USED IN) PROVIDED BY INVESTING ACTIVITIES
( 273,819
)
220,109
FINANCING ACTIVITIES
Cash dividends paid
( 103,804
)
( 100,324
)
Acquisition of treasury stock
( 52,903
)
( 1,031
)
Proceeds from exercise of stock options
327
825
Repayment of long-term Federal Home Loan Bank borrowings
( 10,000
)
( 1,500,000
)
Proceeds from issuance of long-term Federal Home Loan Bank borrowings
0
1,200,000
Changes in:
Deposits
268,593
247,359
Federal funds purchased, securities sold under agreements to repurchase and other short-term borrowings
( 15,292
)
7,424
NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES
86,921
( 145,747
)
Increase in cash and cash equivalents
22,448
259,918
Cash and cash equivalents at beginning of year
2,292,244
1,598,943
Cash and cash equivalents at end of period
$
2,314,692
$
1,858,861
Supplemental information
Noncash investing activities:
Transfers of loans to OREO
$
6,248
$
119
Right-of-use
assets obtained in the exchange for lease liabilities
12,650
4,907
Acquisition of Piedmont Bancorp, Inc.:
Assets acquired, net of cash
2,225,883
0
Liabilities assumed
2,152,434
0
Goodwill
130,021
0
Issuance of common stock as consideration for acquisition
280,946
0
See notes to consolidated unaudited financial statements
.
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
UNITED BANKSHARES, INC. AND SUBSIDIARIES
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Presentation
The accompanying unaudited consolidated interim financial statements of United Bankshares, Inc. and Subsidiaries (“United” or “the Company”) have been prepared in accordance with accounting principles for interim financial information generally accepted in the United States (“GAAP”) and with the instructions for Form 10-Q
and Article 10 of Regulation S-X.
Accordingly, the financial statements do not contain all of the information and footnotes required by accounting principles generally accepted in the United States. In preparing the consolidated financial statements, management is required to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates. The financial statements presented as of June 30, 2025 and 2024 and for the three-month and six-month
periods then ended have not been audited. The consolidated balance sheet as of December 31, 2024 has been extracted from the audited financial statements included in United’s 2024 Annual Report to Shareholders. The Notes to Consolidated Financial Statements appearing in United’s 2024 Annual Report on Form 10-K,
which includes descriptions of significant accounting policies, should be read in conjunction with these interim financial statements. In the opinion of management, any adjustments necessary for a fair presentation of financial position and results of operations for the interim periods have been made. Such adjustments are of a normal and recurring nature.
The accompanying consolidated interim financial statements include the accounts of United and its wholly owned subsidiaries. All significant intercompany accounts and transactions have been eliminated in the consolidated financial statements. Information is presented in these notes to the unaudited consolidated interim financial statements with dollars expressed in thousands, except per share or unless otherwise noted.
Operating and Reporting Segments
As of June 30, 2025, 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 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. 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.
New Accounting Standards
In May 2025, The Financial Accounting Standards Board (“FASB”) has released Accounting Standards Update (“ASU”) 2025-03, “Determining
the Accounting Acquirer in the Acquisition of a Variable Interest Entity.” ASU 2025-03
is based on an EITF Issue and revises the guidance in ASC 805 to clarify that, in determining the accounting acquirer in “a business combination that is effected primarily by exchanging equity interests in which a VIE is acquired,” an entity would be required to consider the factors in ASC 805-10-55-12
through 55-15.
Previously, the accounting acquirer in such transactions was always the primary beneficiary. ASU 2025-03
is effective for all business entities for annual periods beginning after December 15, 2026. The adoption of ASU 2025-03
is not expected to have an impact on the Company’s financial condition or results of operations.
In January 2025, the FASB issued ASU 2025-01,
“Income Statement – Reporting Comprehensive Income – Expense Disaggregation Disclosures (Subtopic 220-40).”
ASU 2025-01
revised the effective date of ASU 2024-03
to clarify that all public business entities are required to adopt the guidance in annual reporting periods beginning after December 15, 2026, and interim periods within annual reporting periods beginning after December 15, 2027. Entities within the ASU’s scope are permitted to early adopt. The adoption of ASU 2025-01
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.
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In November 2024, the 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. ASU 2024-04
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. ASU 2024-04
clarifies how entities should assess the form and amount of consideration when applying this approach. ASU 2024-04
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. However, the effective date was updated by ASU 2025-01.
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,
“Improvements to Income Tax Disclosures.” ASU 2023-09
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. ASU 2023-09
also includes certain other amendments to improve the effectiveness of income tax disclosures. ASU 2023-09
is effective for public business entities for annual periods beginning after December 15, 2024. Entities are permitted to early adopt the standard for annual financial statements that have not yet been issued or made available for issuance. The adoption of ASU 2023-09
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 November 2023, the FASB issued ASU 2023-07,
“Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures.” The amendments in ASU 2023-07
improve reportable segment disclosure requirements, mainly through enhanced disclosures about significant segment expenses. In addition, the amendments enhance interim disclosure requirements, clarify circumstances in which an entity can disclose multiple segment measures of profit or loss, provide new segment disclosure requirements for entities with a single reportable segment, and contain other disclosure requirements. The purpose of the amendments will enable investors to better understand an entity’s overall performance and assess potential future cash flows. ASU No. 2023-07
is effective for public business entities for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. Early adoption of the amendment is permitted. The adoption of ASU 2023-07
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 the 2024 Annual Report on Form 10-K.
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In October 2023, the FASB issued ASU 2023-06,
“Disclosure Improvements: Codification Amendments in Response to the SEC’s Disclosure Update and Simplification Initiative,” which adopts certain disclosure requirements referred by the SEC. For entities subject to the SEC’s existing disclosure requirements and for entities required to file or furnish financial statements with or to the SEC in preparation for the sale of or for purposes of issuing securities that are not subject to contractual restrictions on transfer, the effective date for each amendment will be the date on which the SEC’s removal of that related disclosure from Regulation S-X
or Regulation S-K
becomes effective, with early adoption prohibited. For all other entities, the amendments will be effective two years later. The adoption of ASU 2023-06
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. 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
did not have an impact on the Company’s financial condition or results of operations.
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). ASU 2023-02
was effective for United on January 1, 2024. The amendments in this update must be applied on either a modified retrospective or a retrospective basis except for LIHTC investments not accounted for using the proportional amortization method. 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. As a result, the sunset provision was set for December 31, 2022; 12 months after the expected cessation date of all currencies and tenors of LIBOR. 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. United implemented a comprehensive project plan to execute the transition of its LIBOR-based financial instruments to alternative reference rates. United utilized the Secured Overnight Financing Rate (“SO
FR”) and Prime as the preferred alternatives to LIBOR.
2. MERGERS AND ACQUISITIONS
On January 10, 2025 (“Acquisition Date”), Un ited co
nsummated its acquisition of Piedmont Bancorp, Inc. (“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 was the holding company for The Piedmont Bank, a Georgia state-chartered bank, with sixteen locations in the State of Georgia.
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Under the terms of the Agreement, each outstanding share of common stock of Piedmont was converted into the right to receive 0.300 shares of United common stock, par value $ 2.50 per share (the “Exchange Ratio”).
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 was outstanding under the Piedmont Bancorp, Inc. 2009 Stock Option Plan (the “Piedmont Stock Plan”) immediately prior to the effective time of the Merger, 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 of the Merger (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, 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 of the Merger, 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. The former Piedmont offices will operate under the DBA United Bankshares.
The Piedmont Merger was accounted for under the acquisition method of accounting. The results of operations of Piedmont are included in the consolidated results of operations from the Acquisition Date. At the Acquisition Date, Piedmont had $ 2,356,883 in total assets, $ 2,079,933 in loans and leases, net of unearned income and $ 2,105,402 in deposits. For the first six months of 2025, United recorded acquisition-related costs for the Piedmont merger of $ 31,356 , including a provision for credit losses of $ 18,726 for purchased non-credit
deteriorated (“non-PCD”)
loans.
The aggregate purchase price was $ 280,967 , including common stock valued at $ 280,946 and cash paid for fractional shares of $ 21 . The number of shares issued in the transaction was 7,860,831 , which were valued based on the closing market price of $ 35.74 for United’s common shares on January 10, 2025. The purchase price has been allocated to the identifiable tangible and intangible assets resulting in preliminary additions to goodwill, and core deposit intangibles of $ 130,021 and $ 32,764 , respectively. The goodwill recognized results from the expected synergies and potential earnings from the combination of United and Piedmont. None of the goodwill from the Piedmont acquisition is expected to be deductible for tax purposes. The core deposit intangible is expected to be amortized on an accelerated basis over ten years.
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United used an independent third party to help determine the fair values of the assets and liabilities acquired from Piedmont. As a result of the merger, United recorded preliminary fair value discounts of $
64,065 on the loans and leases acquired, $
24,977 on
available-for-sale
investment securities acquired, and $
3,492 on land acquired, respectively, and premiums of $
1,469 on buildings acquired and $
408 on interest-bearing time deposits,
respectively. United also recorded an allowance for loan and lease losses of $ 36,244 on the loans acquired split between $ 17,518 for purchased credit deteriorated (“PCD”) loans which is part of the acquisition date fair value, and $ 18,726 for non-PCD
loans recorded to the provision for credit losses. In addition, United also recorded a reserve for lending-related commitments of $ 4,058 on the loan commitments acquired with an offset within other expense. The discounts and premium amounts, except for discount on the land acquired, are being accreted or amortized on an accelerated or straight-line basis, based on the type of asset or liability, over each asset’s or liability’s estimated remaining life at the time of acquisition. At June 30, 2025, the premiums on the buildings and interest-bearing time deposits each had an average estimated remaining life of 31.0 years and 1.5 years, respectively.
Portfolio loans acquired from Piedmont were recorded at their fair value at the Acquisition Date based on a discounted cash flow methodology. The estimated fair value incorporates adjustments related to market loss assumptions and prevailing market interest rates for comparable assets and other market factors such as liquidity from the perspective of a market participant. Also, acquired portfolio loans and leases were evaluated upon acquisition and classified as either PCD, which indicates that the loan has experienced a more-than-insignificant deterioration in credit quality since origination, or non-PCD.
United considered a variety of factors in evaluating the acquired loans and leases for a more-than-insignificant deterioration in credit quality, including but not limited to risk grades, delinquency, nonperforming status, current or previous troubled debt restructurings or bankruptcies, watch list credits and other qualitative factors that indicated a deterioration in credit quality since origination. For PCD loans and leases, an initial allowance is determined based on the same methodology as other portfolio loans and leases. This initial allowance for loan and lease losses is allocated to individual PCD loans and leases and added to the acquisition date fair values to establish the initial amortized cost basis for the PCD loans and leases. The difference between the unpaid principal balance (“UPB”), or par value, of PCD loans and leases and the amortized cost basis is considered to relate to noncredit factors and resulted in a discount of
$ 20,906
at Acquisition Date. This discount will be recognized through interest income on a level-yield method over the life of the loans which is estimated at June 30, 2025 to be a weighted-average of 6.0 years. For non-PCD
acquired loans and leases, the differences between the initial fair value and the UPB, or par value, are recognized as interest income on a level-yield basis over the lives of the related loans and leases which at June 30, 2025 is estimated to be a weighted-average of 5.3 years. The total fair value mark on the non-PCD
loans at the Acquisition Date was $ 43,159 . At the Acquisition Date, an initial allowance for expected loan and lease losses of $ 18,726 was recorded with a corresponding charge to the provision for credit losses in the Consolidated Statements of Income. Subsequent changes in the allowance for credit losses related to PCD and non-PCD
loans and leases are recognized in the provision for credit losses.
The following table provides a reconciliation of the difference between the purchase price and the par value of portfolio PCD loans and leases acquired from Piedmont as of the Acquisition Date:
Purchase price of PCD loans and leases at acquisition
$
409,872
Allowance for credit losses at acquisition
17,518
Non-credit
discount at acquisition
20,906
Par value (UPB) of acquired PCD loans and leases at acquisition
$
448,296
The consideration paid for Piedmont’s common equity and the preliminary amounts of acquired identifiable assets and liabilities assumed as of the Piedmont Acquisition Date were as follows:
Purchase price:
Value of common shares issued (7,860,831 shares)
$
280,946
Cash for fractional shares
21
Total purchase price
280,967
Identifiable assets:
Cash and cash equivalents
77,497
Investment securities
94,426
Net loans and leases
1,998,350
Premises and equipment
23,816
Operating lease right-of-use
assets
5,124
BOLI
40,801
Core deposit intangible
32,764
Other assets
30,602
Total identifiable assets
$
2,303,380
Identifiable liabilities:
Deposits
$
2,105,810
Long-term borrowings
20,000
Operating lease liabilities
5,744
Other liabilities
20,880
Total identifiable liabilities
2,152,434
Preliminary fair value of net assets acquired including identifiable intangible assets
150,946
Preliminary resulting goodwill
$
130,021
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The fair value of the acquired assets and liabilities noted in the table above is preliminary pending review of the final valuation information for those assets and liabilities. During the preliminary period (“Measurement Period”), which may last up to twelve months subsequent to the Acquisition Date, the Company will continue to review information relating to events and circumstances existing as of the Acquisition Date that could impact the preliminary fair value estimates of the acquired assets and liabilities. In the table of acquired net assets above, the amount of net assets acquired reflect Measurement Period adjustments made during the second quarter of 2025 that resulted in a net increase in net assets acquired of $ 4,694 . This increase was primarily driven by an increase of $ 5,910 in deferred taxes on fair value adjustments partially offset by an increase of $ 1,643 in accrued liabilities based on factors that were determined to be in existence as of the Acquisition Date.
The operating results of United include operating results of acquired assets and assumed liabilities subsequent to the Acquisition Date. The operations of United’s Georgia geographic area, which comprises the acquired operations of Piedmont provided
$ 71,446 in total revenues (net interest income plus other income), and
$ 47,667 in net income, excluding non-allocated
items, since the Acquisition Date. These amounts are included in United’s consolidated financial statements as of June 30, 2025 and for the first six months of 2025. Piedmont’s results of operations prior to the Acquisition Date are not included in United’s consolidated results of operations.
The following table presents certain unaudited pro forma information for the results of operations for the six months ended June 30, 2025 and 2024, as if the Piedmont merger had occurred on January 1, 2025 and 2024, respectively. These results combine the historical results of Piedmont into United’s consolidated statement of income and, while certain adjustments were made for the estimated impact of certain fair valuation adjustments and other acquisition-related activity, they are not indicative of what would have occurred had the acquisition taken place on the indicated date nor are they intended to represent or be indicative of future results of operations. In particular, no adjustments have been made to eliminate the amount of Piedmont’s provision for credit losses for 2025 and 2024 that may not have been necessary had the acquired loans been recorded at fair value as of the beginning of 2025 and 2024. Additionally, United expects to achieve operating cost savings and other business synergies as a result of the acquisition which are not reflected in the pro forma amounts.
Proforma
Six Months Ended
June 30
2025
2024
Total Revenues (1)
$
599,141
$
569,506
Net Income
193,300
206,944
(1)
Represents net interest income plus other income
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3. INVESTMENT SECURITIES
Securities Available for Sale
Securities held for indefinite periods of time are classified as available for sale and carried at estimated fair value. The amortized cost and estimated fair values of securities available for sale are summarized as follows.
June 30, 2025
Gross
Gross
Allowance
Estimated
Amortized
Unrealized
Unrealized
For Credit
Fair
Cost
Gains
Losses
Losses
Value
U.S. Treasury securities and obligations of U.S. Government corporations and agencies
$
316,426
$
63
$
2,090
$
0
$
314,399
State and political subdivisions
582,353
97
72,273
0
510,177
Residential mortgage-backed securities
Agency
1,328,264
3,744
135,011
0
1,196,997
Non-agency
86,794
498
5,329
0
81,963
Commercial mortgage-backed securities
Agency
429,277
3,928
31,676
0
401,529
Asset-backed securities
321,167
73
3,248
0
317,992
Single issue trust preferred securities
13,307
0
1,254
0
12,053
Other corporate securities
256,736
0
17,775
0
238,961
Total
$
3,334,324
$
8,403
$
268,656
$
0
$
3,074,071
December 31, 2024
Gross
Gross
Allowance
Estimated
Amortized
Unrealized
Unrealized
For Credit
Fair
Cost
Gains
Losses
Losses
Value
U.S. Treasury securities and obligations of U.S. Government corporations and agencies
$
248,867
$
59
$
3,084
$
0
$
245,842
State and political subdivisions
574,580
8
79,515
0
495,073
Residential mortgage-backed securities
Agency
1,226,400
433
167,114
0
1,059,719
Non-agency
88,392
262
6,531
0
82,123
Commercial mortgage-backed securities
Agency
372,646
38
42,698
0
329,986
Asset-backed securities
476,863
166
2,047
0
474,982
Single issue trust preferred securities
13,296
0
1,377
0
11,919
Other corporate securities
281,646
0
21,571
0
260,075
Total
$
3,282,690
$
966
$
323,937
$
0
$
2,959,719
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 $ 13,264 and $ 14,776 at June 30, 2025 and December 31, 2024, respectively, that is recorded in “Accrued interest receivable.”
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Table of Contents
The following is a summary of securities available for sale which were in an unrealized loss position at June 30, 2025 and December 31, 2024.
Less than 12 months
12 months or longer
Total
Fair
Unrealized
Fair
Unrealized
Fair
Unrealized
Value
Losses
Value
Losses
Value
Losses
June 30, 2025
U.S. Treasury securities and obligations of U.S. Government corporations and agencies
$
1,203
$
2
$
42,357
$
2,088
$
43,560
$
2,090
State and political subdivisions
6,468
190
482,814
72,083
489,282
72,273
Residential mortgage-backed securities
Agency
50,258
415
827,488
134,596
877,746
135,011
Non-agency
0
0
59,670
5,329
59,670
5,329
Commercial mortgage-backed securities
Agency
7,237
6
295,383
31,670
302,620
31,676
Asset-backed securities
63,803
208
162,776
3,040
226,579
3,248
Single issue trust preferred securities
0
0
12,053
1,254
12,053
1,254
Other corporate securities
0
0
234,133
17,775
234,133
17,775
Total
$
128,969
$
821
$
2,116,674
$
267,835
$
2,245,643
$
268,656
Less than 12 months
12 months or longer
Total
Fair
Unrealized
Fair
Unrealized
Fair
Unrealized
Value
Losses
Value
Losses
Value
Losses
December 31, 2024
U.S. Treasury securities and obligations of U.S. Government corporations and agencies
$
1,476
$
3
$
42,886
$
3,081
$
44,362
$
3,084
State and political subdivisions
3,314
22
479,681
79,493
482,995
79,515
Residential mortgage-backed securities
Agency
128,655
1,660
856,448
165,454
985,103
167,114
Non-agency
0
0
59,668
6,531
59,668
6,531
Commercial mortgage-backed securities
Agency
0
0
319,506
42,698
319,506
42,698
Asset-backed securities
83,188
50
215,886
1,997
299,074
2,047
Single issue trust preferred securities
0
0
11,919
1,377
11,919
1,377
Other corporate securities
2,476
24
252,634
21,547
255,110
21,571
Total
$
219,109
$
1,759
$
2,238,628
$
322,178
$
2,457,737
$
323,937
The following table shows the proceeds from maturities, sales and calls of available for sale securities and the gross realized gains and losses on sales and calls of those securities that have been included in earnings as a result of any sales and calls. Gains or losses on sales and calls of available for sale securities were recognized by the specific identification method.
Three Months Ended
June 30
Six Months Ended
June 30
2025
2024
2025
2024
Proceeds from sales, calls and maturities
$
331,825
$
795,355
$
918,062
$
1,211,765
Gross realized gains
0
0
0
0
Gross realized losses
0
( 7,062
)
0
( 7,062
)
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At June 30, 2025, gross unrealized losses on available for sale securities were $ 268,656 on 932 securities of a total portfolio of 1,089 available for sale securities. Securities with the most significant gross unrealized losses at June 30, 2025 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. Generally, the significant amount of gross unrealized losses on available for sale securities at June 30, 2025 was the result of rising interest rates.
State and political subdivisions
United’s state and political subdivisions portfolio relates to securities issued by various municipalities located throughout the United States. The total amortized cost of available for sale state and political subdivision securities was $ 582,353 at June 30, 2025. As of June 30, 2025, approximately 46 % of the portfolio was supported by the general obligation of the issuing municipality, which allows for the securities to be repaid by any means available to the municipality. The majority of the portfolio was rated AA or higher, and no securities within the portfolio were rated below investment grade as of June 30, 2025. In addition to monitoring the credit ratings of these securities, management also evaluates the financial performance of the underlying issuers on an ongoing basis. Based upon management’s analysis and judgment, it was determined that none of the state and political subdivision securities had credit losses at June 30, 2025.
Mortgage-backed securities
The fair value of mortgage-backed
securities is affected by changes in interest rates and prepayment speeds. When interest rates decline, prepayment speeds generally accelerate due to homeowners refinancing their mortgages at lower interest rates. This may result in the proceeds being reinvested at lower interest rates. Rising interest rates may decrease the assumed prepayment speed. Slower prepayment speeds may extend the maturity of the security beyond its estimated maturity. Therefore, investors may not be able to invest at current higher market rates due to the extended expected maturity of the security. United had a net unrealized loss of $ 163,846 on mortgage-backed
securities at June 30, 2025. Below is a detailed discussion of mortgage-backed securities by type.
United’s agency mortgage-backed securities portfolio relates to securities issued by Fannie Mae, Freddie Mac, and Ginnie Mae. The total amortized cost of available for sale agency mortgage-backed securities was $ 1,757,541 at June 30, 2025. Of the $ 1,757,541 amount, $ 429,277 was related to agency commercial mortgage-backed securities and $ 1,328,264 was related to agency residential mortgage-backed securities. Each of the agency mortgage-backed securities provides a guarantee of full and timely payments of principal and interest by the issuing agency. Based upon management’s analysis and judgment, it was determined that none of the agency mortgage-backed securities had credit losses at June 30, 2025.
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 $ 86,794 at June 30, 2025. Of the $ 86,794 , 100 % was rated AAA. Based upon management’s analysis and judgment, it was determined that none of the non-agency
residential mortgage-backed securities had credit losses at June 30, 2025.
Asset-backed securities
As of June 30, 2025, United’s asset-backed securities portfolio had a total amortized cost balance of $ 321,167 . 100 % of the portfolio was investment grade rated as of June 30, 2025. Approximately 48 % of the portfolio relates to securities that are backed by Federal Family Education Loan Program (“FFELP”) student loan collateral which includes a minimum of a 97 % government repayment guaranty, as well as additional credit support and subordination in excess of the government guaranteed portion. Approximately 52 % of the portfolio relates to collateralized loan obligation securities that are all AAA rated. Upon reviewing this portfolio as of June 30, 2025, it was determined that none of the asset-backed securities had credit losses.
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Table of Contents
Single issue trust preferred securities
The majority of United’s single issue trust preferred portfolio consists of obligations from large cap banks (i.e. banks with market capitalization in excess of $ 10 billion). 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 June 30, 2025 consisted of $ 7,485 in investment grade bonds and $ 5,822 in unrated bonds. Management reviews each issuer’s current and projected earnings trends, asset quality, capitalization levels, and other key factors. Upon completing the review for the second quarter of 2025, it was determined that none of the single issue trust preferred securities had credit losses.
Other corporate securities
As of June 30, 2025, United’s other corporate securities portfolio had a total amortized cost balance of $ 256,736 . The majority of the portfolio consisted of debt issuances of corporations representing a variety of industries, including financial institutions. Of the $ 256,736 , 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. Based upon management’s analysis and judgment, it was determined that none of the other corporate securities had credit losses at June 30, 2025.
The amortized cost and estimated fair value of securities available for sale at June 30, 2025 and December 31, 2024 by contractual maturity are shown as follows. Expected maturities may differ from contractual maturities because the issuers may have the right to call or prepay obligations without penalties.
June 30, 2025
December 31, 2024
Estimated
Estimated
Amortized
Fair
Amortized
Fair
Cost
Value
Cost
Value
Due in one year or less
$
294,148
$
293,996
$
262,093
$
261,458
Due after one year through five years
465,824
437,398
405,617
375,276
Due after five years through ten years
737,341
674,627
863,601
779,069
Due after ten years
1,837,011
1,668,050
1,751,379
1,543,916
Total
$
3,334,324
$
3,074,071
$
3,282,690
$
2,959,719
Equity securities at fair value
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 $ 21,996 at June 30, 2025 and $ 21,058 at December 31, 2024.
Three Months Ended
June 30
Six Months Ended
June 30
2025
2024
2025
2024
Net gains recognized during the period on equity securities sold
$
0
$
4,648
$
0
$
4,648
Unrealized gains recognized during the period on equity securities still held at period end
425
2,222
979
2,222
Unrealized losses recognized during the period on equity securities still held at period end
0
( 26
)
( 33
)
( 125
)
Net gains recognized during the period
$
425
$
6,844
$
946
$
6,745
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Other investment securities
During the second quarter of 2025, United evaluated all of its cost method investments to determine if certain events or changes in circumstances during the second quarter of 2025 had a significant adverse effect on the recorded value of any of its cost method securities. United determined that there was no individual security that experienced an adverse event during the second quarter. There were no other events or changes in circumstances during the second quarter which would have an adverse effect on the recorded fair value of its cost method securities.
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 $ 2,049,191 and $ 2,038,864 at June 30, 2025 and December 31, 2024, respectively.
4. LOANS AND LEASES
Major classes of loans and leases are as follows:
June 30, 2025
December 31, 2024
Commercial, financial and agricultural:
Owner-occupied commercial real estate
$
2,070,418
$
1,590,002
Nonowner-occupied commercial real estate
7,981,186
6,939,641
Other commercial
3,647,028
3,351,362
Total commercial, financial & agricultural
13,698,632
11,881,005
Residential real estate
5,852,212
5,507,384
Construction & land development
3,741,200
3,509,034
Consumer:
Bankcard
9,498
9,998
Other consumer
759,324
773,077
Less: Unearned income
( 10,644
)
( 7,005
)
Total gross loans
$
24,050,222
$
21,673,493
The table above does not include loans held for sale of $ 37,053 and $ 44,360 at June 30, 2025 and December 31, 2024, respectively. Loans held for sale consist of single-family residential real estate loans originated for sale in the secondary market.
United’s subsidiary bank has made loans to the directors and officers of United and its subsidiaries, and to their affiliates. The aggregate dollar amount of these loans was $ 25,158 and $ 22,702 at June 30, 2025 and December 31, 2024, respectively.
5. CREDIT QUALITY
Management monitors the credit quality of its loans and leases on an ongoing basis. Measurement of delinquency and past due status are based on the contractual terms of each loan. United considers a loan to be past due when it is 30 days or more past its contractual payment due date.
For all loan classes, past due loans and leases are reviewed on a monthly basis to identify loans and leases for nonaccrual status. Generally, when collection in full of the principal and interest is jeopardized, the loan is placed on nonaccrual status. The accrual of interest income on commercial and most consumer loans generally is discontinued when a loan becomes 90 to 120 days past due as to principal or interest. However, regardless of delinquency status, if a loan is fully secured and in the process of collection and resolution of collection is expected in the near term (generally less than 90 days), then the loan will not be placed on nonaccrual status. When interest accruals are discontinued, unpaid interest recognized in income in the current year is reversed, and unpaid interest accrued in prior years is charged to the allowance for credit losses. United’s method of income recognition for loans and leases that are classified as nonaccrual is to recognize interest income on a cash basis or apply the cash receipt to principal when the ultimate collectability of principal is in doubt. Nonaccrual loans and leases will not normally be returned to accrual status unless all past due principal and interest has been paid and the borrower has evidenced their ability to meet the contractual provisions of the note.
21
Table of Contents
The following table sets forth United’s age analysis of its past due loans and leases, segregated by class of loans and leases:
Age Analysis of Past Due Loans and Leases
As of June 30, 2025
30-89 Days
Past Due
90 Days
or more
Past Due
Total Past
Due
Current &
Other
Total
Financing
Receivables
90 Days
or More
Past Due
&
Accruing
Commercial real estate:
Owner-occupied
$
6,035
$
2,892
$
8,927
$
2,061,491
$
2,070,418
$
82
Nonowner-occupied
16,830
26,094
42,924
7,938,262
7,981,186
488
Other commercial
5,733
15,409
21,142
3,625,886
3,647,028
258
Residential real estate
26,885
17,744
44,629
5,807,583
5,852,212
2,238
Construction & land development
9,223
3,407
12,630
3,728,570
3,741,200
35
Consumer:
Bankcard
11
16
27
9,471
9,498
16
Other consumer
17,194
2,705
19,899
739,425
759,324
1,136
Total
$
81,911
$
68,267
$
150,178
$
23,910,688
$
24,060,866
$
4,253
Age Analysis of Past Due Loans and Leases
As of December 31, 2024
30-89 Days
Past Due
90 Days
or more
Past Due
Total Past
Due
Current &
Other
Total
Financing
Receivables
90 Days
or More
Past Due
&
Accruing
Commercial real estate:
Owner-occupied
$
3,767
$
1,284
$
5,051
$
1,584,951
$
1,590,002
$
0
Nonowner-occupied
11,931
23,379
35,310
6,904,331
6,939,641
0
Other commercial
5,594
19,019
24,613
3,326,749
3,351,362
431
Residential real estate
33,783
20,946
54,729
5,452,655
5,507,384
12,429
Construction & land development
390
4,265
4,655
3,504,379
3,509,034
1,677
Consumer:
Bankcard
63
61
124
9,874
9,998
61
Other consumer
28,414
4,446
32,860
740,217
773,077
2,342
Total
$
83,942
$
73,400
$
157,342
$
21,523,156
$
21,680,498
$
16,940
The following table sets forth United’s nonaccrual loans and leases, segregated by class of loans and leases:
At June 30, 2025
At December 31, 2024
Nonaccruals
With No Related
Allowance for
Credit Losses
Nonaccruals
With No Related
Allowance for
Credit Losses
Commercial Real Estate:
Owner-occupied
$
2,810
$
2,810
$
1,284
$
1,284
Nonowner-occupied
25,606
25,606
23,379
8,475
Other Commercial
15,151
1,532
18,588
584
Residential Real Estate
15,506
12,749
8,517
5,562
Construction
3,372
1,535
2,588
2,589
Consumer:
Bankcard
0
0
0
0
Other consumer
1,569
1,569
2,104
2,104
Total
$
64,014
$
45,801
$
56,460
$
20,598
Interest income recognized on nonaccrual loans was insignificant during the three and six months ended June 30, 2025 and 2024.
22
Table of Contents
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 during the three and six months ended June 30, 2025 and 2024, respectively, 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 below.
Amortized Cost Basis of Loan Modifications Made to Borrowers Experiencing Financial
Difficulty
For the Three Months ended June 30, 2025
Term
Extension
Interest Rate
Reduction
Payment
Delay
Interest Rate
Reduction &
Payment Delay
% of Total Class of
Financing
Receivable
Commercial real estate:
Owner-occupied
$
422
$
0
$
0
$
3,466
0.19
%
Nonowner-occupied
5,698
4,616
5,162
0
0.19
%
Other commercial
1,962
0
0
0
0.05
%
Residential real estate
0
0
0
0
0.00
%
Construction & land development
0
0
0
0
0.00
%
Consumer:
Bankcard
0
0
0
0
0.00
%
Other consumer
0
0
0
0
0.00
%
Total
$
8,082
$
4,616
$
5,162
$
3,466
0.09
%
Amortized Cost Basis of Loan Modifications Made to Borrowers Experiencing Financial
Difficulty
For the Three Months ended June 30, 2024
Term
Extension
Interest
Rate
Reduction
Term
Extension &
Interest Rate
Reduction
Term Extension &
Payment Delay
% of Total Class of
Financing
Receivable
Commercial real estate:
Owner-occupied
$
0
$
0
$
0
$
0
0.00
%
Nonowner-occupied
0
0
0
0
0.00
%
Other commercial
0
0
0
0
0.00
%
Residential real estate
0
0
0
0
0.00
%
Construction & land development
0
0
0
674
0.02
%
Consumer:
Bankcard
0
0
0
0
0.00
%
Other consumer
0
0
0
0
0.00
%
Total
$
0
$
0
$
0
$
674
0.00
%
Amortized Cost Basis of Loan Modifications Made to Borrowers Experiencing Financial
Difficulty
For the Six Months ended June 30, 2025
Term
Extension
Interest
Rate
Reduction
Payment
Delay
Interest Rate
Reduction &
Payment Delay
% of Total Class of
Financing
Receivable
Commercial real estate:
Owner-occupied
$
422
$
0
$
0
$
3,466
0.19
%
Nonowner-occupied
5,698
4,616
5,341
0
0.20
%
Other commercial
9,232
0
0
0
0.25
%
Residential real estate
0
0
0
0
0.00
%
Construction & land development
0
0
0
0
0.00
%
Consumer:
Bankcard
0
0
0
0
0.00
%
Other consumer
0
0
0
0
0.00
%
Total
$
15,352
$
4,616
$
5,341
$
3,466
0.12
%
23
Table of Contents
Amortized Cost Basis of Loan Modifications Made to Borrowers Experiencing
Financial Difficulty
For the Six Months ended June 30, 2024
Term
Extension
Interest
Rate
Reduction
Term Extension &
Interest Rate
Reduction
Term Extension &
Payment Delay
% of Total
Class of
Financing
Receivable
Commercial real estate:
Owner-occupied
$
0
$
0
$
0
$
0
0.00
%
Nonowner-occupied
5,690
0
0
0
0.08
%
Other commercial
0
0
2,628
0
0.08
%
Residential real estate
8,750
0
0
169
0.17
%
Construction & land development
300
0
0
674
0.03
%
Consumer:
Bankcard
0
0
0
0
0.00
%
Other consumer
0
0
0
0
0.00
%
Total
$
14,740
$
0
$
2,628
$
843
0.09
%
As of June 30, 2025 and December 31, 2024, there were commitments to lend additional funds of $ 589 and $ 1,199 , respectively, to debtors owing loan receivables 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. The historical loss experience used in United’s credit loss models includes the impact of loan modifications provided to borrowers experiencing financial difficulty, and also includes the impact of projected loss severities as a result of loan defaults.
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 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 June 30, 2025
As of June 30, 2024
Current
30-89 Days
Past Due
90+ Days
Past Due
Current
30-89 Days
Past Due
90+ Days
Past Due
Commercial real estate:
Owner-occupied
$
3,888
$
0
$
0
$
0
$
0
$
0
Nonowner-occupied
11,307
4,399
0
31,158
5,690
0
Other commercial
9,232
0
0
2,763
0
0
Residential real estate
172
0
0
8,920
0
0
Construction & land development
47
0
0
974
0
0
Consumer:
Bankcard
0
0
0
0
0
0
Other consumer
0
0
0
0
0
0
Total
$
24,646
$
4,399
$
0
$
43,815
$
5,690
$
0
2 4
Table of Contents
The following table presents the financial effect of loan and lease modifications to borrowers experiencing financial difficulty for the three and
six months ended June 30, 2025 and 2024.
For the Three Months Ended
For the Three Months Ended
June 30, 2025
June 30, 2024
Weighted-
Average
Interest
Rate
Reduction
Weighted
Average
Payment
Delay
(in years)
Weighted
Average
Term
Extension
(in years)
Weighted-
Average
Interest
Rate
Reduction
Weighted
Average
Term
Extension
(in years)
Commercial Real Estate:
Owner-occupied
0.50
%
2.4
0.0
0.00
%
0
Nonowner-occupied
0.50
%
2.0
0.4
0.00
%
0
Other Commercial
0.00
%
0
0.3
0.00
%
0
Residential Real Estate
0.00
%
0
0
0.00
%
0
Construction & land development
0.00
%
0
0
0.00
%
1.3
Consumer:
Bankcard
0.00
%
0
0
0.00
%
0
Other consumer
0.00
%
0
0
0.00
%
0
For the Six Months Ended
For the Six Months Ended
June 30, 2025
June 30, 2024
Weighted-
Average
Interest
Rate
Reduction
Weighted
Average
Payment
Delay
(in years)
Weighted
Average
Term
Extension
(in years)
Weighted-
Average
Interest
Rate
Reduction
Weighted
Average
Term
Extension
(in years)
Commercial Real Estate:
Owner-occupied
0.50
%
2.4
1.0
0.00
%
0
Nonowner-occupied
0.50
%
2.0
0.4
0.00
%
0.6
Other Commercial
0.00
%
0
0.5
1.00
%
0.3
Residential Real Estate
0.00
%
0
0
0.00
%
0.6
Construction & land development
0.00
%
0
0
0.00
%
1.0
Consumer:
Bankcard
0.00
%
0
0
0.00
%
0
Other consumer
0.00
%
0
0
0.00
%
0
No loan or lease modifications completed within the last 12 months to borrowers experiencing financial difficulty had a payment default during the three and six months ended June 30, 2025 and 2024.
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. The following table presents the amortized cost basis of collateral-dependent loans and leases in which repayment is expected to be derived substantially through the operation or sale of the collateral and where the borrower is experiencing financial difficulty, by class of loans and leases as of June 30, 2025 and December 31, 2024:
Collateral Dependent Loans and Leases
At June 30, 2025
Residential
Property
Business
Assets
Land
Commercial
Property
Other
Total
Commercial real estate:
Owner-occupied
$
0
$
0
$
0
$
4,247
$
5,356
$
9,603
Nonowner-occupied
10,797
0
13,113
27,557
20,463
71,930
Other commercial
0
13,510
0
4,962
4,317
22,789
Residential real estate
7,958
0
0
0
8
7,966
2 5
Table of Contents
Collateral Dependent Loans and Leases
At June 30, 2025
Residential
Property
Business
Assets
Land
Commercial
Property
Other
Total
Construction & land development
0
0
2,483
0
13,003
15,486
Consumer:
Bankcard
0
0
0
0
0
0
Other consumer
0
0
0
0
0
0
Total
$
18,755
$
13,510
$
15,596
$
36,766
$
43,147
$
127,774
Collateral Dependent Loans and Leases
At December 31, 2024
Residential
Property
Business
Assets
Land
Commercial
Property
Other
Total
Commercial real estate:
Owner-occupied
$
5
$
0
$
0
$
3,119
$
6,465
$
9,589
Nonowner-occupied
7,037
0
0
23,975
2,367
33,379
Other commercial
0
15,816
0
5,041
528
21,385
Residential real estate
7,348
0
0
0
11
7,359
Construction & land development
0
0
2,492
0
873
3,365
Consumer:
Bankcard
0
0
0
0
0
0
Other consumer
0
0
0
0
0
0
Total
$
14,390
$
15,816
$
2,492
$
32,135
$
10,244
$
75,077
United categorizes loans and leases into risk categories based on relevant information about the ability of borrowers to service their debt: current financial information, historical payment experience, credit documentation, underlying collateral (if any), public information and current economic trends, among other factors.
United uses the following definitions for risk ratings:
•
Pass
•
Special Mention
•
Substandard
•
Doubtful
For United’s loans with a corporate credit exposure, United analyzes loans individually to classify the loans as to credit risk. Review and analysis of criticized (special mention-rated loans in the amount of $1,000 or greater) and classified (substandard-rated and worse in the amount of $500 and greater) loans is completed once per quarter. Review of notes with committed exposure of $3,000 or greater is completed at least annually. For loans with a consumer credit exposure, United internally assigns a grade based upon an individual loan’s delinquency status. United reviews and updates, as necessary, these grades on a quarterly basis.
Special mention loans, with a corporate credit exposure, have potential weaknesses that deserve management’s close attention. If left uncorrected, these potential weaknesses may result in deterioration of the repayment prospects for the loans or in the Company’s credit position at some future date. 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. 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. For loans with a consumer credit exposure, loans that are past due 30 - 89
days are generally considered special mention.
2 6
Table of Contents
A substandard loan with a corporate credit exposure is inadequately protected by the current sound worth and paying capacity of the obligor or of the collateral pledged, if any. Loans so classified have a well-defined weakness, or weaknesses, that jeopardize the liquidation of the debt by the borrower. They are characterized by the distinct possibility that the Company will sustain some loss if the deficiencies are not corrected. They require more intensive supervision by management. Substandard loans are generally characterized by current or expected unprofitable operations, inadequate debt service coverage, inadequate liquidity, or marginal capitalization. Repayment may depend on collateral or other credit risk mitigants. For some substandard loans, the likelihood of full collection of interest and principal may be in doubt and thus, placed on nonaccrual. For loans with a consumer credit exposure, loans that are 90 days or more past due or that have been placed on nonaccrual are considered substandard.
A loan with corporate credit exposure is classified as doubtful if it has all the weaknesses inherent in one classified as substandard with the added characteristic that the weaknesses make collection in full, on the basis of currently existing facts, conditions, and values, highly questionable. A doubtful loan has a high probability of total or substantial loss, but because of specific pending events that may strengthen the loan, its classification as loss is deferred. Doubtful borrowers are usually in default, lack adequate liquidity or capital, and lack the resources necessary to remain an operating entity. Pending events can include mergers, acquisitions, liquidations, capital injections, the perfection of liens on additional collateral, the valuation of collateral, and refinancing. Generally, there are not any loans with a consumer credit exposure that are classified as doubtful. Usually, they are charged-off
prior to such a classification.
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
$
$
$
$
$
$
$
$
$
Term Loans
Origination Year
Revolving
loans
amortized cost
Revolving
loans
converted to
As of June 30, 2025
2025
2024
2023
2022
2021
Prior
basis
term loans
Total
Internal Risk Grade:
Pass
$
141,833
$
390,099
$
205,855
$
322,291
$
291,413
$
636,743
$
43,758
$
0
$
2,031,992
Special Mention
0
0
0
0
0
6,690
1,968
0
8,658
Substandard
0
247
4,031
3,450
0
21,265
442
120
29,555
Doubtful
0
0
0
0
0
213
0
0
213
Total
$
141,833
$
390,346
$
209,886
$
325,741
$
291,413
$
664,911
$
46,168
$
120
$
2,070,418
Current-period charge-offs
0
0
0
0
0
( 228 )
0
0
( 228 )
Current-period recoveries
0
0
6
0
0
36
0
0
42
Current-period net recoveries (charge-offs)
$
0
$
0
$
6
$
0
$
0
$
( 192 )
$
0
$
0
$
( 186 )
$
$
$
$
$
$
$
$
$
Revolving
loans
amortized cost
Revolving
loans and
leases
converted to
Term Loans
Origination Year
As of December 31, 2024
2024
2023
2022
2021
2020
Prior
basis
term loans
Total
Internal Risk Grade:
Pass
$
236,547
$
132,095
$
243,103
$
225,152
$
205,461
$
467,417
$
29,900
$
0
$
1,539,675
Special Mention
0
0
0
0
0
15,199
8,545
0
23,744
Substandard
247
0
3,493
0
307
21,744
445
121
26,357
Doubtful
0
0
0
0
0
226
0
0
226
Total
$
236,794
$
132,095
$
246,596
$
225,152
$
205,768
$
504,586
$
38,890
$
121
$
1,590,002
Current-period charge-offs
0
0
0
0
0
( 116
)
0
0
( 116
)
Current-period recoveries
0
0
15
0
0
1,168
0
0
1,183
Current-period net recoveries
$
0
$
0
$
15
$
0
$
0
$
1,052
$
0
$
0
$
1,067
2 7
Table of Contents
Commercial Real Estate – Nonowner-occupied
Term Loans
Revolving
loans
amortized cost
basis
Revolving
loans
converted to
term loans
Total
Origination Year
As of June 30, 2025
2025
2024
2023
2022
2021
Prior
Internal Risk Grade:
Pass
$
793,145
$
920,227
$
718,567
$
1,995,094
$
1,249,748
$
1,756,459
$
93,218
$
63
$
7,526,521
Special Mention
2,000
0
2,946
38,733
93,467
179,067
0
0
316,213
Substandard
0
0
5,750
38,642
5,377
65,925
22,758
0
138,452
Doubtful
0
0
0
0
0
0
0
0
0
Total
$
795,145
$
920,227
$
727,263
$
2,072,469
$
1,348,592
$
2,001,451
$
115,976
$
63
$
7,981,186
Current-period charge-offs
0
0
0
0
0
( 8,086
)
0
0
( 8,086
)
Current-period recoveries
0
0
0
0
0
48
0
0
48
Current-period net charge-offs
$
0
$
0
$
0
$
0
$
0
$
( 8,038
)
$
0
$
0
$
( 8,038
)
Term Loans
Revolving
loans
amortized
cost basis
Revolving
loans and leases
converted to
term loans
Total
Origination Year
As of December 31, 2024
2024
2023
2022
2021
2020
Prior
Internal Risk Grade:
Pass
$
741,996
$
485,437
$
1,623,423
$
1,294,232
$
639,143
$
1,584,833
$
160,243
$
78
$
6,529,385
Special Mention
0
0
8,465
82,240
29,940
210,912
0
0
331,557
Substandard
0
0
4,085
4,020
143
48,633
21,818
0
78,699
Doubtful
0
0
0
0
0
0
0
0
0
Total
$
741,996
$
485,437
$
1,635,973
$
1,380,492
$
669,226
$
1,844,378
$
182,061
$
78
$
6,939,641
Current-period charge-offs
0
0
0
0
( 751
)
( 1,830
)
0
0
( 2,581
)
Current-period recoveries
0
0
0
0
0
200
0
0
200
Current-period net charge-offs
$
0
$
0
$
0
$
0
$
( 751
)
$
( 1,630
)
$
0
$
0
$
( 2,381
)
Other commercial
Term Loans and leases
Revolving
loans and
leases
amortized
cost basis
Revolving
loans and leases
converted to
term loans
Total
Origination Year
As of June 30, 2025
2025
2024
2023
2022
2021
Prior
Internal Risk Grade:
Pass
$
263,617
$
422,799
$
495,915
$
306,587
$
363,948
$
640,428
$
1,093,685
$
0
$
3,586,979
Special Mention
5
73
132
1,259
272
10,195
1,834
0
13,770
Substandard
0
1,824
555
15,659
7,336
10,430
10,475
0
46,279
Doubtful
0
0
0
0
0
0
0
0
0
Total
$
263,622
$
424,696
$
496,602
$
323,505
$
371,556
$
661,053
$
1,105,994
$
0
$
3,647,028
Current-period charge-offs
0
( 48
)
( 135
)
( 142
)
( 1,625
)
( 2,039
)
( 784
)
0
( 4,773
)
Current-period recoveries
0
0
2
16
1
311
37
0
367
Current-period net charge-offs
$
0
$
( 48
)
$
( 133
)
$
( 126
)
$
( 1,624
)
$
( 1,728
)
$
( 747
)
$
0
$
( 4,406
)
Term Loans and leases
Revolving
loans and
leases
amortized
cost basis
Revolving
loans and
leases
converted
to term
loans
Total
Origination Year
As of December 31, 2024
2024
2023
2022
2021
2020
Prior
Internal Risk Grade:
Pass
$
403,641
$
505,947
$
378,072
$
394,412
$
164,671
$
519,488
$
912,293
$
0
$
3,278,524
Special Mention
81
36
1,129
339
251
18,941
4,652
0
25,429
Substandard
206
419
18,927
7,029
835
11,262
8,706
0
47,384
Doubtful
0
0
0
0
0
25
0
0
25
Total
$
403,928
$
506,402
$
398,128
$
401,780
$
165,757
$
549,716
$
925,651
$
0
$
3,351,362
Current-period charge-offs
0
( 464
)
( 252
)
( 156
)
( 148
)
( 1,352
)
( 1,217
)
0
( 3,589
)
Current-period recoveries
10
67
9
45
0
1,512
7
0
1,650
Current-period net recoveries (charge- offs)
$
10
$
( 397
)
$
( 243
)
$
( 111
)
$
( 148
)
$
160
$
( 1,210
)
$
0
$
( 1,939
)
2 8
Table of Contents
Residential Real Estate
Term Loans
Revolving loans
amortized cost
basis
Revolving
loans
converted to
term loans
Total
Origination Year
As of June 30, 2025
2025
2024
2023
2022
2021
Prior
Internal Risk Grade:
Pass
$
276,793
$
462,620
$
849,477
$
1,605,045
$
871,053
$
1,258,985
$
506,005
$
2,420
$
5,832,398
Special Mention
0
693
106
0
0
4,531
957
80
6,367
Substandard
0
0
111
687
476
11,673
500
0
13,447
Doubtful
0
0
0
0
0
0
0
0
0
Total
$
276,793
$
463,313
$
849,694
$
1,605,732
$
871,529
$
1,275,189
$
507,462
$
2,500
$
5,852,212
Current-period charge-offs
0
( 63
)
( 137
)
( 53
)
( 6
)
( 128
)
0
0
( 387
)
Current-period recoveries
0
0
0
0
1
236
1
0
238
Current-period net (charge- offs) recoveries
$
0
$
( 63
)
$
( 137
)
$
( 53
)
$
( 5
)
$
108
$
1
$
0
$
( 149
)
Term Loans
Revolving loans
amortized cost
basis
Revolving
loans
converted to
term loans
Total
Origination Year
As of December 31, 2024
2024
2023
2022
2021
2020
Prior
Internal Risk Grade:
Pass
$
407,430
$
820,059
$
1,617,541
$
827,395
$
396,094
$
971,226
$
447,363
$
2,467
$
5,489,575
Special Mention
382
107
0
0
0
2,466
1,326
0
4,281
Substandard
0
0
0
508
0
12,430
507
83
13,528
Doubtful
0
0
0
0
0
0
0
0
0
Total
$
407,812
$
820,166
$
1,617,541
$
827,903
$
396,094
$
986,122
$
449,196
$
2,550
$
5,507,384
Current-period charge-offs
0
( 7
)
( 2
)
0
0
( 359
)
( 113
)
0
( 481
)
Current-period recoveries
0
0
0
5
0
489
1
0
495
Current-period net (charge- offs) recoveries
$
0
$
( 7
)
$
( 2
)
$
5
$
0
$
130
$
( 112
)
$
0
$
14
Construction and Land Development
Term Loans
Revolving
loans
amortized
cost basis
Revolving
loans
converted
to term
loans
Total
Origination Year
As of June 30, 2025
2025
2024
2023
2022
2021
Prior
Internal Risk Grade:
Pass
$
448,503
$
994,943
$
876,194
$
789,021
$
205,920
$
35,329
$
348,301
$
0
$
3,698,211
Special Mention
0
2,827
7,930
0
16,356
145
0
0
27,258
Substandard
0
5,303
0
6,850
203
3,375
0
0
15,731
Doubtful
0
0
0
0
0
0
0
0
0
Total
$
448,503
$
1,003,073
$
884,124
$
795,871
$
222,479
$
38,849
$
348,301
$
0
$
3,741,200
Current-period charge-offs
0
0
0
0
0
( 31
)
0
0
( 31
)
Current-period recoveries
0
0
0
0
0
103
0
0
103
Current-period net recoveries
$
0
$
0
$
0
$
0
$
0
$
72
$
0
$
0
$
72
Term Loans
Revolving
loans
amortized
cost basis
Revolving
loans
converted
to term
loans
Total
Origination Year
As of December 31, 2024
2024
2023
2022
2021
2020
Prior
Internal Risk Grade:
Pass
$
628,186
$
837,662
$
1,253,480
$
426,662
$
18,559
$
18,542
$
302,302
$
0
$
3,485,393
Special Mention
0
0
1,455
18,356
57
153
0
0
20,021
Substandard
0
0
0
200
1,607
1,813
0
0
3,620
Doubtful
0
0
0
0
0
0
0
0
0
Total
$
628,186
$
837,662
$
1,254,935
$
445,218
$
20,223
$
20,508
$
302,302
$
0
$
3,509,034
Current-period charge-offs
0
0
0
0
0
( 29
)
0
0
( 29
)
Current-period recoveries
0
0
0
0
0
319
0
0
319
Current-period net recoveries
$
0
$
0
$
0
$
0
$
0
$
290
$
0
$
0
$
290
29
Table of Contents
Bankcard
Term Loans
Revolving loans
amortized cost
basis
Revolving
loans
converted to
term loans
Total
Origination Year
As of June 30, 2025
2025
2024
2023
2022
2021
Prior
Internal Risk Grade:
Pass
Special Mention
$
0
$
0
$
0
$
0
$
0
$
0
$
9,472
$
0
$
9,472
Substandard
0
0
0
0
0
0
11
0
11
Doubtful
0
0
0
0
0
0
15
0
15
Total
0
0
0
0
0
0
0
0
0
$
0
$
0
$
0
$
0
$
0
$
0
$
9,498
$
0
$
9,498
Current-period charge-offs
0
0
0
0
0
0
( 191
)
0
( 191
)
Current-period recoveries
0
0
0
0
0
0
19
0
19
Current-period net charge-offs
$
0
$
0
$
0
$
0
$
0
$
0
$
( 172
)
$
0
$
( 172
)
Term Loans
Revolving loans
amortized cost
basis
Revolving
loans
converted to
term loans
Total
Origination Year
As of December 31, 2024
2024
2023
2022
2021
2020
Prior
Internal Risk Grade:
Pass
$
0
$
0
$
0
$
0
$
0
$
0
$
9,874
$
0
$
9,874
Special Mention
0
0
0
0
0
0
63
0
63
Substandard
0
0
0
0
0
0
61
0
61
Doubtful
0
0
0
0
0
0
0
0
0
Total
$
0
$
0
$
0
$
0
$
0
$
0
$
9,998
$
0
$
9,998
Current-period charge-offs
0
0
0
0
0
0
( 431
)
0
( 431
)
Current-period recoveries
0
0
0
0
0
0
19
0
19
Current-period net charge-offs
$
0
$
0
$
0
$
0
$
0
$
0
$
( 412
)
$
0
$
( 412
)
Other Consumer
Term Loans
Revolving loans
amortized cost
basis
Revolving
loans
converted to
term loans
Total
Origination Year
As of June 30, 2025
2025
2024
2023
2022
2021
Prior
Internal Risk Grade:
Pass
$
177,945
$
117,102
$
104,091
$
213,173
$
86,276
$
38,251
$
2,579
$
0
$
739,417
Special Mention
423
552
974
7,714
5,028
1,852
659
0
17,202
Substandard
0
12
150
1,739
507
297
0
0
2,705
Doubtful
0
0
0
0
0
0
0
0
0
Total
$
178,368
$
117,666
$
105,215
$
222,626
$
91,811
$
40,400
$
3,238
$
0
$
759,324
Current-period charge-offs
0
( 86
)
( 326
)
( 2,299
)
( 1,060
)
( 476
)
0
0
( 4,247
)
Current-period recoveries
0
6
65
288
160
215
0
0
734
Current-period net charge- offs
$
0
$
( 80
)
$
( 261
)
$
( 2,011
)
$
( 900
)
$
( 261
)
$
0
$
0
$
( 3,513
)
Term Loans
Revolving loans
amortized cost
basis
Revolving
loans
converted to
term loans
Total
Origination Year
As of December 31, 2024
2024
2023
2022
2021
2020
Prior
Internal Risk Grade:
Pass
$
139,908
$
131,108
$
276,041
$
118,478
$
49,553
$
22,913
$
2,215
$
0
$
740,216
Special Mention
495
1,805
13,462
8,485
2,704
1,440
23
0
28,414
Substandard
76
182
2,454
1,106
358
261
10
0
4,447
Doubtful
0
0
0
0
0
0
0
0
0
Total
$
140,479
$
133,095
$
291,957
$
128,069
$
52,615
$
24,614
$
2,248
$
0
$
773,077
Current-period charge-offs
( 28
)
( 206
)
( 5,724
)
( 3,096
)
( 869
)
( 380
)
0
0
( 10,303
)
Current-period recoveries
0
21
402
241
125
330
0
0
1,119
Current-period net charge-offs
$
( 28
)
$
( 185
)
$
( 5,322
)
$
( 2,855
)
$
( 744
)
$
( 50
)
$
0
$
0
$
( 9,184
)
3 0
Table of Contents
At June 30, 2025 and December 31, 2024, other real estate owned (“OREO”) included in other assets in the Consolidated Balance Sheets was $ 6,331 and $ 327 , respectively. OREO consists of real estate acquired in foreclosure or other settlement of loans. Such assets are carried at the lower of the investment in the assets or the fair value of the assets less estimated selling costs. Any adjustment to the fair value at the date of transfer is charged against the allowance for loan losses. Any subsequent valuation adjustments as well as any costs relating to operating, holding or disposing of the property are recorded in other expense in the period incurred. At June 30, 2025 and December 31, 2024, the recorded investment of consumer mortgage loans secured by residential real estate properties for which formal foreclosure proceedings are in process was $ 788 and $ 795 , respectively.
6. 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. Such allowance is based on the credit losses expected to arise over the life of the asset (contractual term). Assets are charged off when United determines that such financial assets are deemed uncollectible or based on regulatory requirements, whichever is earlier. Charge-offs are recognize d as a deduct
ion from the allowance for credit 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.
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. Accrued interest receivable was $ 93,636 and $ 87,062 at June 30, 2025 and December 31, 2024, respectively, related to loans and leases are included separately in “Accrued interest receivable” in the consolidated balance sheets. For all classes of loans and leases receivable, the accrual of interest is discontinued when the contractual payment of principal or interest has become 90 days past due, unless the loan is well secured and in the process of collection. Interest received on nonaccrual loans and leases, generally is either applied against principal or reported as interest income, according to management’s judgment as to the collectability of principal.
The following table represents the accrued interest receivable as of June 30, 2025 and December 31, 2024:
Accrued Interest Receivable
At June 30, 2025
At December 31, 2024
Commercial Real Estate:
Owner-occupied
$
5,870
$
4,700
Nonowner-occupied
35,520
30,582
Other Commercial
11,705
10,512
Residential Real Estate
21,780
21,662
Construction
16,452
17,174
Consumer:
Bankcard
0
0
Other consumer
2,309
2,432
Total
$
93,636
$
87,062
The following table represents the accrued interest receivables written off by reversing interest income for the three months and six months ended June 30, 2025 and 2024:
Accrued Interest Receivables Written Off by Reversing Interest Income
Three Months Ended
June 30
Six Months Ended
June 30
2025
2024
2025
2024
Commercial real estate:
Owner-occupied
$
41
$
18
$
68
$
186
Nonowner-occupied
88
1
100
2
Other commercial
44
6
77
675
Residential real estate
182
128
406
134
Construction & land development
163
7
207
7
Consumer:
Bankcard
0
0
0
0
Other consumer
73
99
149
215
Total
$
591
$
259
$
1,007
$
1,219
3 1
Table of Contents
United estimates the allowance balance using relevant available information, from internal and external sources, relating to past events, current conditions and reasonable and supportable forecasts. Historical credit loss experience provides the basis for the estimation of expected credit losses. 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.
United pools its loans and leases based on similar risk characteristics in estimating expected credit losses. United has identified the following portfolio segments and measures the allowance for credit losses using the following methods:
•
Method: Probability of Default/Loss Given Default (PD/LGD)
•
Commercial Real Estate Owner-Occupied
•
Commercial Real Estate Nonowner-Occupied
•
Commercial Other
•
Method: Cohort
•
Residential Real Estate
•
Construction & Land Development
•
Consumer
•
Bankcard
Risk characteristics of commercial real estate owner-occupied loans and commercial other loans and leases are similar in that they are normally dependent upon the borrower’s internal cash flow from operations to service debt. Commercial real estate nonowner-occupied loans differ in that cash flow to service debt is normally dependent on external income from third parties for use of the real estate such as rents, leases and room rates. Residential real estate loans are dependent upon individual borrowers who are affected by changes in general economic conditions, demand for housing and resulting residential real estate valuation. Construction and land development loans are impacted mainly by demand whether for new residential housing or for retail, industrial, office and other types of commercial construction within a given area. Consumer loan pool risk characteristics are influenced by general, regional and local economic conditions.
Loans that do not share risk characteristics are evaluated on an individual basis. Loans evaluated individually are not also included in the collective evaluation. 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.
Expected credit losses are estimated over the contractual term of the loans and leases, adjusted for expected prepayments when appropriate. 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. 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. For allowance for credit losses under ASC Topic 326 calculation purposes, United includes its acquired loans and leases in their relevant pool unless they meet the criteria for specific review.
3 2
Table of Contents
United
maintains an allowance for loan losses and a reserve for lending-related commitments such as unfunded loan commitments and letters of credit. The reserve for lending-related commitments of $
35,819 and $
34,911 at June
30 ,
2025 and December
31 ,
2024 , respectively, is separately classified on the balance sheet and is included in other liabilities. The combined allowance for loan losses and reserve for lending-related commitments is considered the allowance for credit losses.
United’s allowance for loan and lease losses at June 30, 2025 increased $ 36,118 or 13.29 % from December 31, 2024. As previously mentioned, during the six months of 2025, United recorded an allowance for loan and lease losses on acquired Piedmont non-PCD
loans of $ 18,726 and on acquired Piedmont PCD loans of $ 17,518 .
The second quarter of 2025 qualitative adjustments include analyses of the following:
• Current conditions
– United considered the impact of government efficiency efforts, potential tariffs and geopolitical events when making determinations related to factor adjustments for the external environment. United also considered the impact of changes in economic and business conditions; collateral values for dependent loans; past due, nonaccrual and adversely classified loans and leases; and concentrations of credit.
• 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 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 adjusted downward in the second quarter, from a projection of 1.70 % for 2025 as of mid-March
2025 to 1.40 % for 2025 as of mid-June
with a projection of 1.60 % for 2026. The unemployment rate forecast shifted slightly in the second quarter from a projection of 4.40 % for 2025 as of mid-March
2025 to 4.50 % for 2025 as of mid-June
with a projection of 4.50 % 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 and lease losses, by portfolio segment, for the periods indicated is summarized as follows:
Allowance for Loan and Lease Losses and Carrying Amount of Loans and Leases
For the Three Months Ended June 30, 2025
Commercial Real Estate
Other
Commercial
Residential
Real Estate
Construction
& Land
Development
Bankcard
Total
Owner-
occupied
Nonowner-
occupied
Other
Consumer
Allowance for Loan and Lease Losses:
Beginning balance
$
15,054
$
92,666
$
65,150
$
55,007
$
71,959
$
829
$
9,759
$
310,424
Initial allowance for PCD loans (acquired during the period)
0
0
0
0
0
0
0
0
Charge-offs
0
( 4,968
)
( 1,251
)
( 113
)
( 31
)
( 73
)
( 2,830
)
( 9,266
)
Recoveries
37
0
244
192
80
8
354
915
Provision
( 2,315
)
9,173
( 397
)
( 3,273
)
( 1,247
)
141
3,807
5,889
Ending balance
$
12,776
$
96,871
$
63,746
$
51,813
$
70,761
$
905
$
11,090
$
307,962
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Allowance for Loan and Lease Losses and Carrying Amount of Loans and Leases
For the Six Months Ended June 30, 2025
Commercial Real Estate
Other
Commercial
Residential
Real Estate
Construction
& Land
Development
Bankcard
Total
Owner-
occupied
Nonowner-
occupied
Other
Consumer
Allowance for Loan and Lease Losses:
Beginning balance
$
11,852
$
74,522
$
65,105
$
46,373
$
63,621
$
891
$
9,480
$
271,844
Initial allowance for PCD loans (acquired during the period)
795
11,059
872
208
4,584
0
0
17,518
Charge-offs
( 228
)
( 8,086
)
( 4,773
)
( 387
)
( 31
)
( 191
)
( 4,247
)
( 17,943
)
Recoveries
42
48
367
238
103
19
734
1,551
Provision
315
19,328
2,175
5,381
2,484
186
5,123
34,992
Ending balance
$
12,776
$
96,871
$
63,746
$
51,813
$
70,761
$
905
$
11,090
$
307,962
Allowance for Loan and Lease Losses and Carrying Amount of Loans and Leases
For the Year Ended December 31, 2024
Commercial Real
Estate
Other
Commercial
Residential
Real
Estate
Construction &
Land
Development
Bankcard
Total
Owner-
occupied
Nonowner-
occupied
Other
Consumer
Allowance for Loan and Lease Losses:
Beginning balance
$
11,895
$
57,935
$
75,007
$
41,167
$
59,913
$
810
$
12,510
$
259,237
Charge-offs
( 116
)
( 2,581
)
( 3,589
)
( 481
)
( 29
)
( 431
)
( 10,303
)
( 17,530
)
Recoveries
1,183
200
1,650
495
319
19
1,119
4,985
Provision
( 1,110
)
18,968
( 7,963
)
5,192
3,418
493
6,154
25,152
Ending balance
$
11,852
$
74,522
$
65,105
$
46,373
$
63,621
$
891
$
9,480
$
271,844
7. INTANGIBLE ASSETS
The following is a summary of intangible assets subject to amortization and those not subject to amortization:
June 30, 2025
Community Banking
Total
Gross
Carrying
Amount
Accumulated
Amortization
Gross
Carrying
Amount
Accumulated
Amortization
Amortized intangible assets:
Core deposit intangible assets
$
137,929
($
100,981
)
$
137,929
($
100,981
)
Goodwill not subject to amortization
$
2,018,910
$
2,018,910
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December 31, 2024
Community Banking
Total
Gross
Carrying
Amount
Accumulated
Amortization
Gross
Carrying
Amount
Accumulated
Amortization
Amortized intangible assets:
Core deposit intangible assets
$
105,165
($
96,299
)
$
105,165
($
96,299
)
Goodwill not subject to amortization
$
1,888,889
$
1,888,889
The following table provides a reconciliation of goodwill:
Community
Banking
Total
Goodwill at December 31, 2024
$
1,888,889
$
1,888,889
Preliminary addition to goodwill from Piedmont acquisition
130,021
130,021
Goodwill at June 30, 2025
$
2,018,910
$
2,018,910
United incurred amortization expense of $ 2,341 and $ 4,682 for the three and six months ended June 30, 2025 as compared to $ 910 and $ 1,820 for the three and six months ended June 30, 2024, respectively.
The following table sets forth the anticipated amortization expense for intangible assets for the years subsequent to 2024:
Year
Amount
2025
$
9,363
2026
7,351
2027
5,060
2028
4,003
2029
3,518
2030 and thereafter
12,335
8. 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 with an initial term of 12 months or less are not recorded on the Consolidated Balance Sheets. Presently, United does not have any finance leases.
United’s operating leases are subject to renewal options under various terms. United’s operating leases have remaining terms of 1 to 15 years, some of which include options to extend leases generally for periods of 5 years. United rents or subleases certain real estate to third parties. Our sublease portfolio generally consists of operating leases to other organizations for former branch offices.
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ROU assets represent United’s right to use an underlying asset for the lease term and lease liabilities represent United’s obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized at commencement date based on the present value of lease payments over the lease term. As most of United’s leases do not provide an implicit rate, the Company uses its incremental borrowing rate based on the information available at commencement date in determining the present value of lease payments. The operating lease ROU asset also includes any lease payments made and excludes lease incentives. Lease terms may include options to extend the lease when it is reasonably certain that United will exercise that option. Lease expense for lease payments is recognized on a straight-line basis over the lease term.
The components of lease expense were as follows:
Three Months
Ended
Three Months
Ended
Classification
June 30, 2025
June 30, 2024
Operating lease cost
Net occupancy expense
$
5,128
$
5,175
Sublease income
Net occupancy expense
( 51
)
0
Net lease cost
$
5,077
$
5,175
Six Months
Ended
Six Months
Ended
Classification
June 30, 2025
June 30, 2024
Operating lease cost
Net occupancy expense
$
10,028
$
10,846
Sublease income
Net occupancy expense
( 101
)
( 84
)
Net lease cost
$
9,927
$
10,762
Supplemental balance sheet information related to leases was as follows:
Classification
June 30, 2025
December 31, 2024
Operating lease right-of-use
assets
Operating lease right-of-use
assets
$
91,071
$
81,742
Operating lease liabilities
Operating lease liabilities
$
96,899
$
86,771
Other information related to leases was as follows:
June 30, 2025
Weighted-average remaining lease term:
Operating leases
7.75 years
Weighted-average discount rate:
Operating leases
3.53
%
Supplemental cash flow information related to leases was as follows:
Three Months Ended
June 30, 2025
June 30, 2024
Cash paid for amounts in the measurement of lease liabilities:
Operating cash flows from operating leases
$
5,099
$
5,129
ROU assets obtained in the exchange for lease liabilities
8,797
1,236
Six Months Ended
June 30, 2025
June 30, 2024
Cash paid for amounts in the measurement of lease liabilities:
Operating cash flows from operating leases
$
9,971
$
10,507
ROU assets obtained in the exchange for lease liabilities
12,650
4,907
Maturities of lease liabilities by year and in the aggregate, under operating leases with initial or remaining terms of one year or more, for years subsequent to December 31, 2024, consists of the following as of June 30, 2025:
Year
Amount
2025
$
9,232
2026
17,919
2027
16,435
2028
14,241
2029
12,282
Thereafter
42,017
Total lease payments
112,126
Less: imputed interest
( 15,227
)
Total
$
96,899
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9. SHORT-TERM BORROWINGS
At June 30, 2025 and December 31, 2024, short-term borrowings were as follows:
As of
June 30, 2025
As of
December 31, 2024
Federal funds purchased
$
0
$
0
Securities sold under agreements to repurchase
160,798
176,090
Total short-term borrowings
$
160,798
$
176,090
Federal funds purchased and securities sold under agreements to repurchase have not been a significant source of funds for the company. The securities sold under agreements to repurchase were accounted for as collateralized financial transactions. They were recorded at the amounts at which the securities were acquired or sold plus accrued interest.
United has various unused lines of credit available from certain of its correspondent banks in the aggregate amount of $ 280,000 . These lines of credit, which bear interest at prevailing market rates, permit United to borrow funds in the overnight market, and are renewable annually subject to certain conditions.
10. LONG-TERM BORROWINGS
United’s subsidiary bank is a member of the Federal Home Loan Bank (“FHLB”). Membership in the FHLB makes available short-term and long-term borrowings from collateralized advances. All FHLB borrowings are collateralized by a mix of single-family residential mortgage loans, commercial loans and investment securities. At June 30, 2025, United had an unused borrowing amount of approximately $ 9,034,215 available subject to delivery of collateral after certain trigger points. Advances may be called by the FHLB or redeemed by United based on predefined factors and penalties.
At June 30, 2025, a $ 250,000 FHLB advance with a weighted-average contractual interest rate of 4.41 % and a weighted-average effective interest rate of 0.59 % is scheduled to mature in 2025. The weighted-average effective rate considers the effect of any interest rate swaps designated as cash flow hedges outstanding at June 30, 2025 to manage interest rate risk on its long-term debt.
The scheduled maturities of these FHLB borrowings are as follows:
Year
Amount
2025
$
250,000
2026
0
2027
0
2028
0
2029 and thereafter
0
Total
$
250,000
At June 30, 2025, 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. At June 30, 2025 and December 31, 2024, the outstanding balance of the Debentures was $ 281,021 and $ 280,221 , respectively, and was included in 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. United fully and unconditionally guarantees each individual trust’s obligations under the Capital Securities. Under the provisions of the subordinated debt, United has the right to defer payment of interest on the subordinated debt at any time, or from time to time, for periods not exceeding five years . If interest payments on the subordinated debt are deferred, the dividends on the Capital Securities are also deferred. Interest on the subordinated debt is cumulative.
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United also assumed $20,000 in aggregate principal amount of fixed-to-floating
rate subordinated notes in the Piedmont acquisition which are also included in the category of long-term debt on the Consolidated Balance Sheets entitled “Other long-term borrowings.”.
In accordance with the fully-phased in “Basel III Capital Rules” as published by United’s primary federal regulator, the Federal Reserve, United is unable to consider the Capital Securities or the fixed-to-floating
rate subordinated notes as Tier 1 capital, but rather the Capital Securities and the fixed-to-floating
rate subordinated notes are included as a component of United’s Tier 2 capital. United can include the Capital Securities and the fixed-to-floating
rate subordinated notes in its Tier 2 capital on a permanent basis.
11. 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. These financial instruments include loan commitments, standby letters of credit, and interest rate swap agreements. The instruments involve, to varying degrees, elements of credit and interest rate risk in excess of the amount recognized in the financial statements.
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. Collateral may be obtained, if deemed necessary, based on management’s credit evaluation of the counterparty.
Commitments to extend credit are agreements to lend to a customer as long as there is no violation of any condition established in the commitment contract. Commitments generally have fixed expiration dates or other termination clauses and may require the payment of a fee. Since many of the commitments are expected to expire without being drawn upon, the total commitment amounts do not necessarily, and historically do not, represent future cash requirements. The amount of collateral obtained, if deemed necessary upon the extension of credit, is based on management’s credit evaluation of the counterparty. United had approximately $ 6,252,647 and $ 5,886,473 of loan commitments outstanding as of June 30, 2025 and December 31, 2024, respectively, approximately 37% of which contractually expire within one year .
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. Under these agreements, United guarantees certain financial commitments of its customers. A commercial letter of credit is issued specifically to facilitate trade or commerce. Typically, under the terms of a commercial letter of credit, a commitment is drawn upon when the underlying transaction is consummated as intended between the customer and a third party. As of June 30, 2025 and December 31, 2024, United had $ 15,248 and $ 15,546 of commercial letters of credit outstanding. A standby letter of credit is generally contingent upon the failure of a customer to perform according to the terms of an underlying contract with a third party. United has issued standby letters of credit of $ 142,583 and $ 148,874 as of June 30, 2025 and December 31, 2024, respectively. In accordance with the Contingencies Topic of the FASB Accounting Standards Codification, United has determined that substantially all of its letters of credit are renewed on an annual basis and the fees associated with these letters of credit are immaterial.
Mortgage Banking
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 reserve was immaterial as of June 30, 2025 and December 31, 2024.
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United has derivative counter-party risk that may arise from the possible inability of United’s mortgage banking third party investors to meet the terms of their forward sales contracts. United works with mortgage banking 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.
Legal Proceedings
United and its subsidiaries are currently involved in various legal proceedings in the normal course of business. 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. Once established, each accrual is adjusted as appropriate to reflect any subsequent developments. Accordingly, management’s estimate will change from time to time, and actual losses may be more or less than the current estimate. For matters where a loss is not probable, or the amount of the loss cannot be estimated, no accrual is established.
Management is vigorously pursuing all its legal and factual defenses and, after consultation with legal counsel, believes that all such litigation will be resolved with no material effect on United’s financial statements.
Regulatory Matters
A variety of consumer products, including mortgage and deposit products, and certain fees and charges related to such products, have come under increased regulatory scrutiny. It is possible that regulatory authorities could bring enforcement actions, including civil money penalties, or take other actions against United in regard to these consumer products. United could also determine of its own accord, or be required by regulators, to refund or otherwise make remediation payments to customers in connection with these products. 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.
12. 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. These derivatives may consist of interest rate swaps, caps, floors, collars, futures, forward contracts, written and purchased options. United also executes derivative instruments with its commercial banking customers to facilitate its risk management strategies.
Derivative instruments designated in a hedge relationship to mitigate exposure to changes in the fair value of an asset, liability, or firm commitment attributable to a particular risk, such as interest rate risk, are considered fair value hedges. Derivative instruments designated in a hedge relationship to mitigate exposure to variability in expected future cash flows, or other types of forecasted transactions, are considered cash flow hedges.
Fair value hedges may be eligible for offset on the consolidated balance sheets because they are subject to master netting arrangements or similar agreements. United has elected not to offset the assets and liabilities subject to such arrangements on the consolidated financial statements.
During 2020, United entered into two interest rate swap derivatives designated as cash flow hedges. The notional amount of these cash flow hedge derivatives totaled $ 500,000 . The derivatives were intended to hedge the changes in cash flows associated with floating rate FHLB borrowings. One of these two interest rate swap derivatives with a notional amount of $ 250,000 matured during the third quarter of 2024.
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As of June 30, 2025, 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 $ 8,481 will be reclassified from AOCI as a decrease to interest expense over the next 12-months
following June 30, 2025 related to the cash flow hedges. As of June 30, 2025, the maximum length of time over which forecasted transactions are hedged is five years.
At inception of a hedge relationship, United formally documents the hedged item, the particular risk management objective, the nature of the risk being hedged, the derivative being used, how effectiveness of the hedge will be assessed and how the ineffectiveness of the hedge will be measured. United also assesses hedge effectiveness at inception and on an ongoing basis using regression analysis. Hedge ineffectiveness is measured by using the change in fair value method. 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 is subject to the Dodd-Frank Act clearing requirement for eligible derivatives. 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.
The daily settlement of the derivative exposure does not change or reset the contractual terms of the instrument. The total notional amount of interest rate swap derivatives designated as cash flow hedges cleared through the LCH include $ 250,000 for asset derivatives as of June 30, 2025. Balances related to LCH are presented as a single unit of account with the fair value of the designated cash flow interest rate swap asset being reduced by variation margin posted by (with) the applicable counterparty and reported in the following table on a net basis. The related fair value on a net basis approximates zero .
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. Interest rate risk arises on these commitments and subsequently closed loans if interest rates change between the time of the interest rate lock and the delivery of the loan to the investor. 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 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. The fair value of the rate lock derivative is measured using valuations from investors for loans with similar characteristics as well as considering the probability of the loan closing (i.e. the “pull-through” rate) with some adjusted for the Company’s actual sales experience versus the investor’s indicated pricing. Fair values of TBA mortgage-backed securities are measured using valuations from investors for mortgage-backed securities with similar characteristics. Income from mortgage banking activities includes the gain recognized for the period presented and associated elements of fair value.
The following tables disclose the derivative instruments’ location on the Company’s Consolidated Balance Sheets and the notional amount and fair value of those instruments at June 30, 2025 and December 31, 2024.
Asset Derivatives
June 30, 2025
December 31, 2024
Balance
Sheet
Location
Notional
Amount
Fair
Value
Balance
Sheet
Location
Notional
Amount
Fair
Value
Derivatives designated as hedging instruments Fair Value Hedges:
Interest rate swap contracts (hedging commercial loans)
Other assets
$
10,123
$
386
Other assets
$
10,770
$
644
Total Fair Value Hedges
$
10,123
$
386
$
10,770
$
644
Cash Flow Hedges:
Interest rate swap contracts (hedging FHLB borrowings)
Other assets
$
250,000
$
0
Other assets
$
250,000
$
0
Total Cash Flow Hedges
$
250,000
$
0
$
250,000
$
0
Total derivatives designated as hedging instruments
$
260,123
$
386
$
260,770
$
644
Derivatives not designated as hedging instruments
Forward loan sales commitments
Other assets
$
5,595
$
45
Other assets
$
0
$
0
TBA mortgage-backed securities
Other assets
0
0
Other assets
54,826
278
Interest rate lock commitments
Other assets
37,558
1,019
Other assets
21,553
339
Total derivatives not designated as hedging instruments
$
43,153
$
1,064
$
76,379
$
617
Total asset derivatives
$
303,276
$
1,450
$
337,149
$
1,261
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Table of Contents
Liability Derivatives
June 30, 2025
December 31, 2024
Balance
Sheet
Location
Notional
Amount
Fair
Value
Balance
Sheet
Location
Notional
Amount
Fair
Value
Derivatives not designated as hedging instruments
TBA mortgage-backed securities
Other liabilities
$
61,546
$
563
Other liabilities
$
0
$
0
Forward loan sales commitments
Other liabilities
0
0
Other liabilities
3,186
20
Total derivatives not designated as hedging instruments
$
61,546
$
563
$
3,186
$
20
Total liability derivatives
$
61,546
$
563
$
3,186
$
20
The following table represents the carrying amount of the hedged assets/(liabilities) and the cumulative amount of fair value hedging adjustment included in the carrying amount of the hedged assets/(liabilities) that are designated as a fair value accounting relationship as of June 30, 2025 and December 31, 2024.
Derivatives in Fair Value
Hedging Relationships
Location in the Statement of
Condition
June 30, 2025
Carrying Amount of
the Hedged Assets/
(Liabilities)
Cumulative Amount of
Fair Value Hedging
Adjustment Included
in the Carrying
Amount of the Hedged
Assets/(Liabilities)
Cumulative Amount of
Fair Value Hedging
Adjustment Remaining for
any Hedged Assets/
(Liabilities) for which
Hedge Accounting has
been Discontinued
Interest rate swaps
Loans, net of unearned income
$
10,123
$
( 402
)
$
0
Derivatives in Fair Value
Hedging
Relationships
Location in the Statement
of Condition
December 31, 2024
Carrying Amount of
the Hedged Assets/
(Liabilities)
Cumulative Amount of
Fair Value Hedging
Adjustment Included
in the Carrying
Amount of the Hedged
Assets/(Liabilities)
Cumulative Amount of
Fair Value Hedging
Adjustment Remaining for
any Hedged Assets/
(Liabilities) for which
Hedge Accounting has
been Discontinued
Interest rate swaps
Loans, net of unearned income
$
10,770
$
( 657
)
$
0
Derivative contracts involve the risk of dealing with both bank customers and institutional derivative counterparties and their ability to meet contractual terms. Credit risk arises from the possible inability of counterparties to meet the terms of their contracts. United’s exposure is limited to the replacement value of the contracts rather than the notional amount of the contract. The Company’s agreements generally contain provisions that limit the unsecured exposure up to an agreed upon threshold. Additionally, the Company attempts to minimize credit risk through certain approval processes established by management.
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The effect of United’s derivative financial instruments on its unaudited Consolidated Statements of Income for the three and six months ended June 30, 2025 and 2024 are presented as follows:
Three Months Ended
Income Statement
Location
June 30,
2025
June 30,
2024
Derivatives in hedging relationships
Cash flow Hedges:
Interest rate swap contracts
Interest on long-term borrowings
$
2,465
$
6,386
Fair Value Hedges:
Interest rate swap contracts
Interest and fees on loans
$
( 1
)
$
1
Total derivatives in hedging relationships
$
2,464
$
6,387
Derivatives not designated as hedging instruments
Forward loan sales commitments
Income from Mortgage Banking
Activities
$
39
$
( 4
)
TBA mortgage-backed securities
Income from Mortgage Banking
Activities
( 403
)
80
Interest rate lock commitments
Income from Mortgage Banking
Activities
0
( 259
)
Total derivatives not designated as hedging instruments
$
( 364
)
$
( 183
)
Total derivatives
$
2,100
$
6,204
Six Months Ended
Income Statement
Location
June 30,
2025
June 30,
2024
Derivatives in hedging relationships
Cash flow Hedges:
Interest rate swap contracts
Interest on long-term borrowings
$
4,917
$
12,738
Fair Value Hedges:
Interest rate swap contracts
Interest and fees on loans
$
( 3
)
$
6
Total derivatives in hedging relationships
$
4,914
$
12,744
Derivatives not designated as hedging instruments
Forward loan sales commitments
Income from Mortgage Banking
Activities
$
64
$
( 93
)
TBA mortgage-backed securities
Income from Mortgage Banking
Activities
( 841
)
751
Interest rate lock commitments
Income from Mortgage Banking
Activities
335
( 7
)
Total derivatives not designated as hedging instruments
$
( 442
)
$
651
Total derivatives
$
4,472
$
13,395
For the three and six months ended June 30, 2025 and 2024, changes in the fair value of any interest rate swaps attributed to hedge ineffectiveness were recorded, but not significant to United’s Consolidated Statements of Income.
13. FAIR VALUE MEASUREMENTS
United determines the fair values of its financial instruments based on the fair value hierarchy established in ASC Topic 820, which also clarifies that fair value of certain assets and li abilities is
an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants.
ASC Topic 820 specifies a hierarchy of valuation techniques based on whether the inputs to those valuation techniques are observable or unobservable. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect United’s market assumptions.
The three levels of the fair value hierarchy based on these two types of inputs are as follows:
Level 1 -
Valuation is based on quoted prices in active markets for identical assets and liabilities.
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Level 2 -
Valuation is based on observable inputs including quoted prices in active markets for similar assets and liabilities, quoted prices for identical or similar assets and liabilities in less active markets, and model-based valuation techniques for which significant assumptions can be derived primarily from or corroborated by observable data in the market.
Level 3 -
Valuation is based on model-based techniques that use one or more significant inputs or assumptions that are unobservable in the market.
When determining the fair value measurements for assets and liabilities, United looks to active and observable markets to price identical assets or liabilities whenever possible and classifies such items in Level 1. When identical assets and liabilities are not traded in active markets, United looks to market observable data for similar assets and liabilities and classifies such items as Level 2. Nevertheless, certain assets and liabilities are not actively traded in observable markets and United must use alternative valuation techniques using unobservable inputs to determine a fair value and classifies such items as Level 3. For assets and liabilities that are not actively traded, the fair value measurement is based primarily upon estimates that require significant judgment. Therefore, the results may not be realized in an actual sale or immediate settlement of the asset or liability. Additionally, there are inherent weaknesses in any calculation technique, and changes in the underlying assumptions used, including discount rates and estimates of future cash flows, could significantly affect the results of current or future values. The level within the fair value hierarchy is based on the lowest level of input that is significant in the fair value measurement.
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.
Securities available for sale and equity securities
: Securities available for sale and equity securities are recorded at fair value on a recurring basis. Fair value measurement is based upon quoted market prices, when available (“Level 1”). 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. Using a market approach valuation methodology, third party vendors compile prices based on observable market inputs, which include benchmark yields, reported trades, issuer spreads, benchmark securities, and “To Be Announced” prices (“Level 2”). Management internally reviews the fair values provided by third party vendors on a monthly basis. Management also performs a quarterly price testing analysis at the individual security level which compares the pricing provided by the third party vendors to an independent pricing source’s valuation of the same securities. Variances that are deemed to be material are reviewed by management. Additionally, to further assess the reliability of the information received from third party vendors, management obtains documentation from third party vendors related to the sources, methodologies, and inputs utilized in valuing securities classified as Level 2. Management analyzes this information to ensure the underlying assumptions appear reasonable. Management also obtains an independent service auditor’s report from third party vendors to provide reasonable assurance that appropriate controls are in place over the valuation process. Upon completing its review of the pricing from third party vendors at June 30, 2025, management determined that the prices provided by its third party pricing sources were reasonable and in line with management’s expectations for the market values of these securities. Therefore, prices obtained from third party vendors that did not reflect forced liquidation or distressed sales were not adjusted materially by management at June 30, 2025. Management utilizes a number of factors to determine if a market is inactive, all of which may require a significant level of judgment. 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. 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.
Loans held for sale
: 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. For June 30, 2025, the range of historical sales prices increased the investor’s indicated pricing by a range of 0.10 % to 0.48 % with a weighted average increase of 0.11 %.
4 3
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Derivatives
: United utilizes interest rate swaps to hedge exposure to interest rate risk and variability of cash flows associated to changes in the underlying interest rate of the hedged item. These hedging interest rate swaps are classified as either a fair value hedge or a cash flow hedge. United utilizes third-party vendors for derivative valuation purposes. These vendors determine the appropriate fair value based on a net present value calculation of the cash flows related to the interest rate swaps using primarily observable market inputs such as interest rate yield curves (“Level 2”). Valuation adjustments to derivative fair values for liquidity and credit risk are also taken into consideration, as well as the likelihood of default by United and derivative counterparties, the net counterparty exposure and the remaining maturities of the positions. Values obtained from third party vendors are typically not adjusted by management. 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. Subsequent adjustments due to changes in the fair value of a derivative that qualifies as a fair value hedge are offset in current period earnings either in interest income or interest expense depending on the nature of the hedged financial instrument. 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.
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 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. All borrowers are evaluated for credit worthiness prior to the extension of the commitment. Interest rate 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 enters 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”). The forward sales contracts lock in an interest rate and price for the sale of loans similar to the specific rate lock commitments. These valuations fall into a Level 2 category. The interest rate lock commitments are recorded at fair value 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. For June 30, 2025, the range of historical sales prices increased the investor’s indicated pricing by a range of 0.10 % to 0.48 % with a weighted average increase of 0.11 %.
For derivatives that are not designated in a hedge relationship, changes in the fair value of the 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 relationships are included in noninterest income and noninterest expense, respectively.
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Table of Contents
The following tables present the balances of financial assets and liabilities measured at fair value on a recurring basis as of June 30, 2025 and December 31, 2024, segregated by the level of the valuation inputs within the fair value hierarchy.
Fair Value at June 30, 2025 Using
Description
Balance as of
June 30,
2025
Quoted Prices
in Active
Markets for
Identical
Assets
(Level 1)
Significant
Other
Observable
Inputs
(Level 2)
Significant
Unobservable
Inputs
(Level 3)
Assets
Available for sale debt securities:
U.S. Treasury securities and obligations of U.S. Government corporations and agencies
$
314,399
$
0
$
314,399
$
0
State and political subdivisions
510,177
0
510,177
0
Residential mortgage-backed securities
Agency
1,196,997
0
1,196,997
0
Non-agency
81,963
0
81,963
0
Commercial mortgage-backed securities Agency
401,529
0
401,529
0
Asset-backed securities
317,992
0
317,992
0
Single issue trust preferred securities
12,053
0
12,053
0
Other corporate securities
238,961
4,828
234,133
0
Total available for sale securities
3,074,071
4,828
3,069,243
0
Equity securities:
Financial services industry
13,356
13,356
0
0
Equity mutual funds (1)
3,386
3,386
0
0
Other equity securities
5,254
5,254
0
0
Total equity securities
21,996
21,996
0
0
Loans held for sale
37,053
0
0
37,053
Derivative financial assets:
Interest rate swap contracts
386
0
386
0
Forward loan sales commitments
45
0
0
45
Interest rate lock commitments
1,019
0
0
1,019
Total derivative financial assets
1,450
0
386
1,064
Liabilities
Derivative financial liabilities:
TBA mortgage-backed securities
563
0
0
563
Total derivative financial liabilities
563
0
0
563
Fair Value at December 31, 2024 Using
Description
Balance as of
December 31,
2024
Quoted Prices
in Active
Markets for
Identical
Assets
(Level 1)
Significant
Other
Observable
Inputs
(Level 2)
Significant
Unobservable
Inputs
(Level 3)
Assets
Available for sale debt securities:
U.S. Treasury securities and obligations of U.S. Government corporations and agencies
$
245,842
$
0
$
245,842
$
0
State and political subdivisions
495,073
0
495,073
0
Residential mortgage-backed securities Agency
1,059,719
0
1,059,719
0
Non-agency
82,123
0
82,123
0
Commercial mortgage-backed securities Agency
329,986
0
329,986
0
Asset-backed securities
474,982
0
474,982
0
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Fair Value at December 31, 2024 Using
Description
Balance as of
December 31,
2024
Quoted Prices
in Active
Markets for
Identical
Assets
(Level 1)
Significant
Other
Observable
Inputs
(Level 2)
Significant
Unobservable
Inputs
(Level 3)
Single issue trust preferred securities
11,919
0
11,919
0
Other corporate securities
260,075
4,965
255,110
0
Total available for sale securities
2,959,719
4,965
2,954,754
0
Equity securities:
Financial services industry
12,504
12,504
0
0
Equity mutual funds (1)
3,394
3,394
0
0
Fixed income mutual funds
5,160
5,160
0
0
Total equity securities
21,058
21,058
0
0
Loans held for sale
44,360
0
0
44,360
Derivative financial assets:
Interest rate swap contracts
644
0
644
0
TBA mortgage-backed securities
278
0
0
278
Interest rate lock commitments
339
0
0
339
Total derivative financial assets
1,261
0
644
617
Liabilities
Derivative financial liabilities:
Forward loan sales commitments
20
0
0
20
Total derivative financial liabilities
20
0
0
20
(1)
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 and Level 2 for financial assets and liabilities measured at fair value on a recurring basis during the three months ended June 30, 2025 and the year ended December 31, 2024.
The following tables present additional information about financial assets and liabilities measured at fair value at June 30, 2025 and December 31, 2024 on a recurring basis and for which United has utilized Level 3 inputs to determine fair value. 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.
Derivative Assets
Derivative Liabilities
June 30, 2025
Loans
Held for
Sale
TBA
Securities
Forward Sales
Commitments
Interest Rate
Lock
Commitments
TBA
Securities
Forward
Sales
Commitments
Balance, beginning of period
$
44,360
$
278
$
0
$
339
$
0
$
20
Originations
192,494
0
0
0
0
0
Sales
( 204,883
)
0
0
0
0
0
Transfers other
0
( 278
)
45
680
563
( 20
)
Total gains during the period recognized in earnings
5,082
0
0
0
0
0
Balance, end of period
$
37,053
$
0
$
45
$
1,019
$
563
$
0
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
$
400
$
0
$
45
$
1,019
$
563
$
0
4 6
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Derivative Assets
Derivative Liabilities
December 31, 2024
Loans Held
for Sale
TBA
Securities
Forward
Sales
Commitments
Interest Rate
Lock
Commitments
TBA
Securities
Forward
Sales
Commitments
Balance, beginning of period
$
51,978
$
0
$
33
$
1,005
$
667
$
0
Originations
607,383
0
0
0
0
0
Sales
( 630,244
)
0
0
0
0
0
Transfers other
0
278
( 33
)
( 666
)
( 667
)
20
Total gains during the period recognized in earnings
15,243
0
0
0
0
0
Balance, end of period
$
44,360
$
278
$
0
$
339
$
0
$
20
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
$
( 1,133
)
$
278
$
0
$
339
$
0
$
20
Fair Value Option
The following table reflects the change in fair value included in earnings of financial instruments for which the fair value option has been elected:
Description
Three Months Ended
June 30, 2025
Three Months Ended
June 30, 2024
Income from mortgage banking activities
$
292
$
249
Description
Six Months Ended
June 30, 2025
Six Months Ended
June 30, 2024
Income from mortgage banking activities
$
400
$
( 587
)
No loans held for sale were past due or on nonaccrual status as of June 30, 2025 and December 31, 2024.
4 7
Table of Contents
The following table reflects the difference between the aggregate fair value and the remaining contractual principal outstanding for financial instruments for which the fair value option has been elected:
June 30, 2025
December 31, 2024
Description
Unpaid
Principal
Balance
Fair
Value
Fair Value
Over/(Under)
Unpaid
Principal
Balance
Unpaid
Principal
Balance
Fair
Value
Fair Value
Over/(Under)
Unpaid
Principal
Balance
Loans held for sale
$
35,979
$
37,053
$
1,074
$
43,686
$
44,360
$
674
Assets and Liabilities Measured at Fair Value on a Nonrecurring Basis
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.
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.
Individually assessed loans
: In the determination of the allowance for loan losses, loans that do not share risk characteristics are evaluated on an individual basis. Loans evaluated individually are not also included in the collective evaluation. 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, expected credit losses are based on the fair value of the collateral at the reporting date, adjusted for selling costs as appropriate. Fair value is measured using a market approach based on the value of the collateral securing the loans. Collateral may be in the form of real estate or business assets including equipment, inventory, and accounts receivable. The vast majority of the collateral is real estate. The value of real estate collateral is determined utilizing an appraisal conducted by an independent, licensed appraiser outside of the Company using comparable property sales (“Level 2”). However, if the collateral is a house or building in the process of construction or if an appraisal of the real estate property is over two years old, then the fair value is considered Level 3. The value of business equipment is based upon an outside appraisal if deemed significant, or the net book value on the applicable business’ financial statements if not considered significant using observable market data. Likewise, values for inventory and accounts receivables collateral are based on financial statement balances or aging reports (“Level 3”). For individually assessed loans, a specific reserve is established through the allowance for loan losses, if necessary, by estimating the fair value of the underlying collateral on a nonrecurring basis. Any fair value adjustments are recorded in the period incurred as provision for credit losses expense on the Consolidated Statements of Income.
OREO
: OREO consists of real estate acquired in foreclosure or other settlement of loans. Such assets are carried on the balance sheet at the lower of the investment in the assets or the fair value of the assets less estimated selling costs. Fair value is determined by one of two market approach methods depending on whether the property has been vacated and an appraisal can be conducted. If the property has yet to be vacated and thus an appraisal cannot be performed, a Brokers Price Opinion (i.e. BPO), is obtained. A BPO represents a best estimate valuation performed by a realtor based on knowledge of current property values and a visual examination of the exterior condition of the property. Once the property is subsequently vacated, a formal appraisal is obtained and the recorded asset value appropriately adjusted. On the other hand, if the OREO property has been vacated and an appraisal can be conducted, the fair value of the property is determined based upon the appraisal using a market approach. An authorized independent appraiser conducts appraisals for United. Appraisals for property other than ongoing construction are based on consideration of comparable property sales (“Level 2”). In contrast, valuation of ongoing construction assets requires some degree of professional judgment. In conducting an appraisal for ongoing construction property, the appraiser develops two appraised amounts: an “as is” appraised value and a “completed” value. Based on professional judgment and their knowledge of the particular situation, management determines the appropriate fair value to be utilized for such property (“Level 3”). As a matter of policy, valuations are reviewed at least annually and appraisals are generally updated on a bi-annual
basis with values lowered as necessary.
Intangible Assets
: For United, intangible assets consist of goodwill and core deposit intangibles. 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 to determine the fair value of the reporting unit. If the fair value of the reporting unit is less than its carrying value, an
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impairment charge would be recorded for the difference, not to exceed the amount of goodwill allocated to the reporting unit. At each reporting date, the Company considers potential indicators of impairment. United performed its annual goodwill impairment test on the Company’s reporting units as of September 30, 2024. The goodwill impairment test did not identify any goodwill impairment. In subsequent periods, economic uncertainty, market volatility and the performance of the Company’s stock as well as possible other impairment indicators could cause us to perform a goodwill impairment test which could result in an impairment charge being recorded for that period if the carrying value of goodwill was found to exceed fair value. Core deposit intangibles relate to the estimated value of the deposit base of acquired institutions. Management reviews core deposit 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. Other than those intangible assets recorded in the acquisition of Piedmont in the first six months of 2025, no other fair value measurement of intangible assets was made during the three and six months of 2025 and 2024.
The following table summarizes United’s financial assets that were measured at fair value on a nonrecurring basis during the period:
Description
Balance as of
June 30, 2025
Fair Value at June 30, 2025
YTD Gains
(Losses)
Quoted Prices
in Active
Markets for
Identical
Assets
(Level 1)
Significant
Other
Observable
Inputs
(Level 2)
Significant
Unobservable
Inputs
(Level 3)
Assets
Individually assessed loans
$
77,759
$
0
$
23,516
$
54,243
$
127
OREO
6,331
0
6,331
0
( 55
)
Description
Balance as of
December 31, 2024
Fair Value at December 31, 2024
YTD Gains
(Losses)
Quoted Prices
in Active
Markets for
Identical
Assets
(Level 1)
Significant
Other
Observable
Inputs
(Level 2)
Significant
Unobservable
Inputs
(Level 3)
Assets
Individually assessed loans
$
40,701
$
0
$
21,725
$
18,976
$
( 231
)
OREO
327
0
240
87
0
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:
Cash and Cash Equivalents:
The carrying amounts reported in the balance sheet for cash and cash equivalents approximate those assets’ fair values.
Securities held to maturity and other securities
: 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. Third party vendors compile prices from various sources and may determine the fair value of identical or similar securities by using pricing models that consider observable market data. Any securities held to maturity, not valued based upon the methods above, are valued based on a discounted cash flow methodology using appropriately adjusted discount rates reflecting nonperformance and liquidity risks. Other securities consist mainly of shares of Federal Home Loan Bank and Federal Reserve Bank stock as well as investment tax credits that do not have readily determinable fair values and are carried at cost.
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Table of Contents
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 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. For acquired PCD loans, fair value is assumed to equal United’s carrying value, which represents the present value of expected future principal and interest cash flows, as adjusted for any Allowance for Credit Losses recorded for these loans.
Deposits
: The fair values of demand deposits (e.g., interest and noninterest checking, regular savings and certain types of money market accounts) are, by definition, equal to the amount payable on demand at the reporting date (i.e., their carrying amounts). The carrying amounts of variable-rate, fixed-term money market accounts and certificates of deposit approximate their fair values at the reporting date. Fair values of fixed-rate certificates of deposit are estimated using a discounted cash flow calculation that applies interest rates currently being offered on certificates to a schedule of aggregated expected monthly maturities on time deposits.
Short-term Borrowings:
The carrying amounts of federal funds purchased, borrowings under repurchase agreements and any other short-term borrowings approximate their fair values.
Long-term Borrowings:
The fair values of United’s Federal Home Loan Bank borrowings and trust preferred securities are estimated using discounted cash flow analyses, based on United’s current incremental borrowing rates for similar types of borrowing arrangements.
Summary of Fair Values for All Financial Instruments
The estimated fair values of United’s financial instruments are summarized below:
Fair Value Measurements
Carrying
Amount
Fair Value
Quoted Prices
in Active
Markets for
Identical
Assets
(Level 1)
Significant
Other
Observable
Inputs
(Level 2)
Significant
Unobservable
Inputs
(Level 3)
June 30, 2025
Cash and cash equivalents
$
2,314,692
$
2,314,692
$
0
$
2,314,692
$
0
Securities available for sale
3,074,071
3,074,071
4,828
3,069,243
0
Securities held to maturity
1,002
1,020
0
0
1,020
Equity securities
21,996
21,996
21,996
0
0
Other securities
299,584
284,605
0
0
284,605
Loans held for sale
37,053
37,053
0
0
37,053
Net loans
23,742,260
23,569,726
0
0
23,569,726
Derivative financial assets
1,450
1,450
0
386
1,064
Deposits
26,335,874
26,295,257
0
26,295,257
0
Short-term borrowings
160,798
160,798
0
160,798
0
Long-term borrowings
551,021
517,952
0
517,952
0
Derivative financial liabilities
563
563
0
0
563
December 31, 2024
Cash and cash equivalents
$
2,292,244
$
2,292,244
$
0
$
2,292,244
$
0
Securities available for sale
2,959,719
2,959,719
4,965
2,954,754
0
Securities held to maturity
1,002
1,020
0
0
1,020
Equity securities
21,058
21,058
21,058
0
0
Other securities
277,517
263,641
0
0
263,641
Loans held for sale
44,360
44,360
0
0
44,360
Net loans
21,401,649
20,868,239
0
0
20,868,239
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Fair Value Measurements
Carrying
Amount
Fair Value
Quoted Prices
in Active
Markets for
Identical
Assets
(Level 1)
Significant
Other
Observable
Inputs
(Level 2)
Significant
Unobservable
Inputs
(Level 3)
Derivative financial assets
1,261
1,261
0
644
617
Deposits
23,961,859
23,922,063
0
23,922,063
0
Short-term borrowings
176,090
176,090
0
176,090
0
Long-term borrowings
540,420
505,305
0
505,305
0
Derivative financial liabilities
20
20
0
0
20
14. STOCK BASED COMPENSATION
On May 14, 2025, United’s shareholders approved the 2025 Equity Incentive Plan (“2025 EIP”), becoming effective on that date. The 2025 EIP replaces United’s 2020 Long-Term Incentive Plan (“2020 LTI Plan”). An award granted under the 2025 EIP may consist of stock options, stock appreciation rights (“SARs”), restricted stock, restricted stock units, performance based stock awards, dividend equivalent rights and other equity-based or equity-related awards. These awards all relate to the common stock of United. The maximum number of shares of United common stock which may be issued under the 2025 EIP is
3,000,000 .
The 2025 EIP will be administered by the Compensation and Human Capital Committee of the Board (the “Committee”). Subject to certain change in control provisions, all awards are subject to a minimum vesting schedule of at least twelve months following the date of grant of such award, except that 5 % of the shares available for grant under the 2025 EIP may be granted with a shorter minimum vesting period. Awards under the 2025 EIP will be subject to the terms of the Company’s Compensation Recoupment Policy and any other clawback or recapture policy that the Company may adopt from time to time and, in accordance with such policy, may be subject to the requirement that the awards be repaid to the Company after they have been distributed to the grantee. A Form S-8
was filed on May 30, 2025 with the Securities and Exchange Commission to register all the shares which were available for issuance under the 2025 EIP Plan.
During the first six months of 2025, a total of 184,515 shares of restricted stock and 256,385 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 first six months of 2025. Compensation expense of $ 3,384 and $ 6,259 related to the all share-based grants and awards under United’s Long-Term Incentive Plans was incurred for the second quarter and first six months of 2025, respectively, as compared to compensation expense of $ 3,004 and $ 6,270 related to the all share-based grants and awards under United’s Long-Term Incentive Plans for the second quarter and first six months of 2024, respectively. Compensation expense was included in employee compensation in the unaudited Consolidated Statements of Income.
Stock Options
As of June 30, 2025, no stock option awards have been granted under the 2025 EIP. United does have options outstanding from various other option plans (the “Prior Plans”); however, no common shares of United stock are available for grants under the Prior Plans as these plans have expired. Awards outstanding under the Prior Plans will remain in effect in accordance with their respective terms. The maximum term for options granted under the plans is ten ( 10 ) years.
A summary of activity under United’s stock option plans as of June 30, 2025, and the changes during the first six months of 2025 are presented below:
Six Months Ended June 30, 2025
Weighted Average
Aggregate
Remaining
Intrinsic
Contractual
Exercise
Shares
Value
Term (Yrs.)
Price
Outstanding at January 1, 2025
1,049,668
$
36.29
Exercised
( 10,394
)
31.66
Forfeited or expired
( 17,942
)
38.14
Outstanding at June 30, 2025
1,021,332
$
2,687
2.8
$
36.30
Exercisable at June 30, 2025
1,021,332
$
2,687
2.8
$
36.30
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During the six months ended June 30, 2025 and 2024,
10,394 and
31,138 shares, respectively, were issued in connection with stock option exercises. All shares issued in connection with stock option exercises for the six months ended June 30, 2025 and 2024 were issued from authorized and unissued stock. The total intrinsic value of options exercised under the Plans during the six months ended June 30, 2025 and 2024 was $
63 and $
254 respectively.
As of June 30, 2025, there was no unrecognized compensation cost related to nonvested stock option awards.
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Restricted Stock
As of June 30, 2025, no restricted stock awards have been granted under the 2025 EIP. Under the 2020 LTI Plan, United awarded restricted common shares to key employees and non-employee
directors. Restricted shares granted to participants vested no sooner than 1/3 per year over the first three
anniversaries of the award. Recipients of restricted shares did not pay any consideration to United for the shares, had the right to vote all shares subject to such grant and received all dividends with respect to such shares, whether or not the shares have vested. Presently, these nonvested participating securities have an immaterial impact on diluted earnings per share. Under the 2025 EIP, recipients of restricted shares will still not pay any consideration to United for the shares and still have the right to vote all shares subject to such grant, whether or not the shares have vested. However, in a change from the 2020 LTI Plan, any dividends paid upon any restricted stock granted under the 2025 EIP, during the period of restriction, will be retained by the Company and will be paid to the relevant grantee (without interest) when the restricted stock vests and will revert back to the Company if for any reason the restricted stock upon which such dividends were paid reverts back to the Company. As of June 30, 2025, the total unrecognized compensation cost related to nonvested restricted stock awards was $ 10,080 with a weighted-average expense recognition period of 1.4 years.
The following summarizes the changes to United’s nonvested restricted common shares for the period ended June 30, 2025:
Shares
Weighted-Average Grant
Date Fair Value Per
Share
Nonvested at January 1, 2025
310,027
$
36.58
Granted
184,515
36.77
Vested
( 149,712
)
36.95
Forfeited
( 9,389
)
36.54
Nonvested at June 30, 2025
335,441
$
36.52
Restricted Stock Units
As of June 30, 2025, no restricted stock units have been granted under the 2025 EIP. Under the 2020 LTI Plan, United granted restricted stock units (“RSUs”) to key employees. These awards helped align the interests of these employees with the interests of the shareholders of United by providing economic value directly related to the performance of the Company. These RSU grants were time-vested RSUs, performance-vested RSUs, or a combination of both. Currently, time-vested RSUs vest ratably over three years from the date of grant. Performance-vested RSUs cliff-vest after assessment of the Company’s performance over a period of three years. The number of performance-vested RSUs that vest is determined by two metrics measured relative to peers: Return on Average Tangible Common Equity (“ROATCE”) and Total Shareholder Return (“TSR”). 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. 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. Dividends are accrued but not paid in respect to the awards until the RSUs vest. The holder does not have the right to vote the shares during the time and performance periods. The value of the time-vested RSUs and the performance-vested, based on the performance condition, RSUs awarded is established as the fair market value of the stock at the time of the grant. The value of the performance-vested, based on the market condition, RSUs awarded is estimated through the use of a Monte Carlo valuation model as of the grant date. The Company recognizes expense on the RSUs in accordance with ASC Topic 718.
The following table summarizes the status of United’s nonvested RSUs during the first six months of 2025:
Shares
Weighted-Average Grant
Date Fair Value Per
Share
Nonvested at January 1, 2025
490,119
$
35.41
Granted
256,385
35.35
Vested
( 148,597
)
35.81
Forfeited or expired
( 2,422
)
36.26
Nonvested at June 30, 2025
595,485
$
35.28
As of June 30, 2025, the total unrecognized compensation cost related to nonvested restricted stock units was $ 13,399 with a weighted-average expense recognition period of 1.7 years.
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15. EMPLOYEE BENEFIT PLANS
United has a defined benefit retirement plan covering qualified employees hired prior to October 1, 2007. 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 are intended to provide not only for benefits attributed to service to date, but also for those expected to be earned in the future.
No
discretionary contributions were made during the second quarter or first six months of 2025 and 2024.
Included in accumulated other comprehensive income at December 31, 2024 are unrecognized actuarial losses of $ 17,884 ($ 9,645 net of tax) that have not yet been recognized in net periodic pension cost.
Net periodic pension cost for the three and six months ended June 30, 2025 and 2024 included the following components:
Three Months Ended
June 30
Six Months Ended
June 30
2025
2024
2025
2024
Service cost
$
348
$
390
$
692
$
781
Interest cost
1,835
1,719
3,650
3,438
Expected return on plan assets
( 2,751
)
( 2,650
)
( 5,472
)
( 5,300
)
Recognized net actuarial loss
0
549
0
1,099
Net periodic pension (benefit) cost
$
( 568
)
$
8
$
( 1,130
)
$
18
Weighted-average assumptions:
Discount Rate
5.76
%
5.07
%
5.76
%
5.07
%
Expected return on assets
6.15
%
6.25
%
6.15
%
6.25
%
Rate of Compensation Increase (prior to age 40)
6.00
%
5.00
%
6.00
%
5.00
%
Rate of Compensation Increase (ages 40-49)
5.50
%
n/a
5.50
%
n/a
Rate of Compensation Increase (ages 40-54)
n/a
4.00
%
n/a
4.00
%
Rate of Compensation Increase (ages 50-54)
5.00
%
n/a
5.00
%
n/a
Rate of Compensation Increase (ages 55-64)
4.00
%
n/a
4.00
%
n/a
Rate of Compensation Increase (otherwise)
3.00
%
3.50
%
3.00
%
3.50
%
16. 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.
As of June 30, 2025 and 2024, the total amount of accrued interest related to uncertain tax positions was $ 704 and $ 800 , respectively. United accounts for interest and penalties related to uncertain tax positions as part of its provision for federal and state income taxes.
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.
United’s effective tax rate was 20.62 % and 20.85 % for the second quarter and first six months of 2025, respectively, and 16.36 % and 18.02 % for the second quarter and first six months of 2024. United’s effective tax rate was 21.16 % for the first quarter of 2025.
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17. COMPREHENSIVE INCOME
The components of total comprehensive income for the three and six months ended June 30, 2025 and 2024 are as follows:
Three Months Ended
Six Months Ended
June 30
June 30
2025
2024
2025
2024
Net Income
$
120,721
$
96,507
$
205,027
$
183,321
Available for sale (“AFS”) securities:
Change in net unrealized gain (loss) on AFS securities arising during the period
19,134
( 4,238
)
62,717
( 7,357
)
Related income tax effect
( 4,573
)
987
( 14,989
)
1,714
Net reclassification adjustment for losses included in net income
0
7,062
0
7,062
Related income tax effect
0
( 1,645
)
0
( 1,645
)
Net effect of AFS securities on other comprehensive income
14,561
2,166
47,728
( 226
)
Cash flow hedge derivatives:
Unrealized (loss) gain on cash flow hedge before reclassification to interest
expense
( 1,846
)
2,700
( 5,008
)
9,909
Related income tax effect
441
( 629
)
1,197
( 2,309
)
Net reclassification adjustment for gains included in net income
( 2,465
)
( 6,386
)
( 4,917
)
( 12,738
)
Related income tax effect
589
1,488
1,175
2,968
Net effect of cash flow hedge derivatives on other comprehensive income
( 3,281
)
( 2,827
)
( 7,553
)
( 2,170
)
Defined benefit pension plan:
Amortization of net actuarial loss recognized in net income
0
549
0
1,099
Related income tax benefit
0
( 125
)
0
( 251
)
Net effect of change in defined benefit pension plan asset on other comprehensive income
0
424
0
848
Total change in other comprehensive income (loss), net of tax
11,280
( 237
)
40,175
( 1,548
)
Total Comprehensive Income
$
132,001
$
96,270
$
245,202
$
181,773
The components of accumulated other comprehensive income for the six months ended June 30, 2025 are as follows:
Changes in Accumulated Other Comprehensive Income (AOCI) by Component (a)
For the Six Months Ended June 30, 2025
Unrealized
Gains/Losses
on AFS
Securities
Unrealized
Gains/Losses
on Cash
Flow Hedges
Defined
Benefit
Pension
Items
Total
Balance at January 1, 2025
$
( 247,964
)
$
33,706
$
( 9,645
)
$
( 223,903
)
Other comprehensive income before reclassification
47,728
( 3,811
)
0
43,917
Amounts reclassified from accumulated other comprehensive income
0
( 3,742
)
0
( 3,742
)
Net current-period other comprehensive income (loss), net of tax
47,728
( 7,553
)
0
40,175
Balance at June 30, 2025
$
( 200,236
)
$
26,153
$
( 9,645
)
$
( 183,728
)
(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)
For the Six Months Ended June 30, 2025
Details about AOCI Components
Amount
Reclassified
from AOCI
Affected Line Item in the Statement Where
Net Income is Presented
Cash flow hedge:
Net reclassification adjustment for gains included in net income
$
( 4,917
)
Interest expense
( 4,917
)
Total before tax
Related income tax effect
1,175
Tax expense
( 3,742
)
Net of tax
Total reclassifications for the period
$
( 3,742
)
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18. EARNINGS PER SHARE
The reconciliation of the numerator and denominator of basic earnings per share with that of diluted earnings per share is presented as follows:
Three Months Ended
Six Months Ended
June 30
June 30
2025
2024
2025
2024
Distributed earnings allocated to common stock
$
52,402
$
49,904
$
105,913
$
100,278
Undistributed earnings allocated to common stock
68,046
46,386
98,660
82,627
Net earnings allocated to common shareholders
$
120,448
$
96,290
$
204,573
$
182,905
Average common shares outstanding
142,206,539
135,137,901
142,175,506
134,881,314
Equivalents from stock options
237,958
176,884
290,037
221,974
Average diluted shares outstanding
142,444,497
135,314,785
142,465,543
135,103,288
Earnings per basic common share
$
0.85
$
0.71
$
1.44
$
1.36
Earnings per diluted common share
$
0.85
$
0.71
$
1.44
$
1.35
Antidilutive stock options and restricted stock outstanding of 567,520 and 1,003,456 for the three months and six months ended June 30, 2025, respectively, were excluded from the earnings per diluted com mo
n share calculation as compared to 1,025,677 and 1,321,544 for the three months and six months ended June 30, 2024, respectively.
19. 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). VIEs can be structured as corporations, trusts, partnerships, or other legal entities. United’s business practices include relationships with certain VIEs. For United, the business purpose of these relationships primarily consists of funding activities in the form of issuing trust preferred securities.
United currently sponsors twenty statutory business trusts that were created for the purpose of raising funds that originally qualified for Tier I regulatory capital. As previously discussed, these trusts now are considered Tier II regulatory capital. These trusts, of which several were acquired through bank acquisitions, issued or participated in pools of trust preferred capital securities to third-party investors with the proceeds invested in junior subordinated debt securities of United. The Company, through a small capital contribution, owns 100 % of the voting equity shares of each trust. The assets, liabilities, operations, and cash flows of each trust are solely related to the issuance, administration, and repayment of the preferred equity securities held by third-party investors. United fully and unconditionally guarantees the obligations of each trust and is obligated to redeem the junior subordinated debentures upon maturity.
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As defined in applicable accounting standards, VIEs are entities that lack one or more of the characteristics of a voting interest entity. A controlling financial interest in a VIE is present when an enterprise has both the power to direct the activities of the VIE that most significantly impact the VIE’s economic performance and an obligation to absorb losses or the right to receive benefits that could potentially be significant to the VIE. The enterprise with a controlling financial interest, known as the primary beneficiary, consolidates the VIE. United’s wholly owned and indirect wholly owned statutory trust subsidiaries are VIEs for which United is not the primary beneficiary. Accordingly, its accounts are not included in United’s consolidated financial statements. At June 30, 2025 and December 31, 2024, United’s investment (maximum exposure to loss) in these trusts were
$ 12,457 and $ 12,238 , respectively.
Information related to United’s statutory trusts is presented in the table below:
Description
Issuance Date
Amount of
Capital
Securities Issued
Stated Interest Rate (1)
Maturity Date
United Statutory Trust III
December 17, 2003
$
20,000
3-month
CME Term SOFR + 2.85%
December 17, 2033
United Statutory Trust IV
December 19, 2003
$
25,000
3-month
CME Term SOFR + 2.85%
January 23, 2034
United Statutory Trust V
July 12, 2007
$
50,000
3-month
CME Term SOFR + 1.55%
October 1, 2037
United Statutory Trust VI
September 20, 2007
$
30,000
3-month
CME Term SOFR + 1.30%
December 15, 2037
Premier Statutory Trust II
September 25, 2003
$
6,000
3-month
CME Term SOFR + 3.10%
October 8, 2033
Premier Statutory Trust III
May 16, 2005
$
8,000
3-month
CME Term SOFR + 1.74%
June 15, 2035
Premier Statutory Trust IV
June 20, 2006
$
14,000
3-month
CME Term SOFR + 1.55%
September 23, 2036
Premier Statutory Trust V
December 14, 2006
$
10,000
3-month
CME Term SOFR + 1.61%
March 1, 2037
Centra Statutory Trust I
September 20, 2004
$
10,000
3-month
CME Term SOFR + 2.29%
September 20, 2034
Centra Statutory Trust II
June 15, 2006
$
10,000
3-month
CME Term SOFR + 1.65%
July 7, 2036
VCBI Capital Trust II
December 19, 2002
$
15,000
6-month
CME Term SOFR + 3.30%
December 19, 2032
VCBI Capital Trust III
December 20, 2005
$
25,000
3-month
CME Term SOFR + 1.42%
February 23, 2036
Cardinal Statutory Trust I
July 27, 2004
$
20,000
3-month
CME Term SOFR + 2.40%
September 15, 2034
UFBC Capital Trust I
December 30, 2004
$
5,000
3-month
CME Term SOFR + 2.10%
March 15, 2035
Carolina Financial Capital Trust I
December 19, 2002
$
5,000
Prime + 0.50%
December 31, 2032
Carolina Financial Capital Trust II
November 5, 2003
$
10,000
3-month
CME Term SOFR + 3.05%
January 7, 2034
Greer Capital Trust I
October 12, 2004
$
6,000
3-month
CME Term SOFR + 2.20%
October 18, 2034
Greer Capital Trust II
December 28, 2006
$
5,000
3-month
CME Term SOFR + 1.73%
January 30, 2037
First South Preferred Trust I
September 26, 2003
$
10,000
3-month
CME Term SOFR + 2.95%
September 30, 2033
BOE Statutory Trust I
December 12, 2003
$
4,000
3-month
CME Term SOFR + 3.00%
December 12, 2033
(1)
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%.
United, through its banking subsidiary, also makes limited partner equity investments in various low income housing and community development partnerships sponsored by independent third-parties. United invests in these partnerships to either realize tax credits on its consolidated federal income tax return or for purposes of earning a return on its investment. These partnerships are considered VIEs as the limited partners lack a controlling financial interest in the entities through their inability to make decisions that have a significant effect on the operations and success of the partnerships. These partnerships are not consolidated as United is not deemed to be the prima ry
beneficiary. At June 30, 2025 and December 31, 2024, United’s investment (maximum exposure to loss) in these low income housing and community development partnerships were $ 106,184 and $ 98,441 , respectively, while related unfunded commitments were $ 84,806 and $ 89,292 respectively. As of June 30, 2025, United expects to recover its remaining investments through the use of the tax credits that are generated by the investments.
20. SEGMENT INFORMATION
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. 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.
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Table of Contents
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 net income for the three and six months ended June 30, 2025 and 2024 is as follows:
For the Three Months Ended
June 30
For the Six Months Ended
June 30
2025
2024
2025
2024
Net interest income
$
274,537
$
225,715
$
534,592
$
448,204
Provision for credit losses
5,889
5,779
34,992
11,519
Other income
31,460
30,223
61,014
62,435
Other expense
Employee compensation
62,929
58,501
123,795
117,794
Employee benefits
13,434
12,147
26,725
26,818
Net occupancy expense
12,525
11,400
25,126
23,743
OREO expense
236
268
258
427
Net losses (gains) on the sales of OREO properties
16
32
5
( 51
)
Equipment expense
8,551
7,548
17,133
14,401
Data processing expense
7,952
7,290
16,407
14,753
Mortgage loan servicing expense and impairment
0
1,011
0
2,026
Bankcard processing expense
588
602
1,188
1,218
FDIC insurance expense
4,532
5,058
9,260
11,513
Other segment expense (a)
37,257
30,917
81,696
62,874
Total other expense
148,020
134,774
301,593
275,516
Income before income taxes
152,088
115,385
259,021
223,604
Income taxes
31,367
18,878
53,994
40,283
Segment net income
120,721
96,507
205,027
183,321
Reconciliation of profit or loss
Adjustments and reconciling items
0
0
0
0
Consolidated net income
$
120,721
$
96,507
$
205,027
$
183,321
(a)
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.
Information about community banking segment total assets as of June 30, 2025 and 2024 is as follows:
As of June 30,
2025
As of June 30,
2024
Total Assets
$
32,783,363
$
29,957,418
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Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.