United Bankshares Inc.

11/06/2026 | Press release | Distributed by Public on 11/06/2026 09:33

Quarterly Report for Quarter Ending September 30, 2026 (Form 10-Q)

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

FORWARD-LOOKING STATEMENTS

Congress passed the Private Securities Litigation Act of 1995 to encourage corporations to provide investors with information about the company's anticipated future financial performance, goals, and strategies. The act provides a safe haven for such disclosure; in other words, protection from unwarranted litigation if actual results are not the same as management expectations.

United desires to provide its shareholders with sound information about past performance and future trends. Consequently, any forward-looking statements contained in this report, in a report incorporated by reference to this report, or made by management of United in this report, in any other reports and filings, in press releases and in oral statements, involve numerous assumptions, risks and uncertainties. Forward-looking statements can be identified by the use of the words "expect," "may," "could," "intend," "project," "estimate," "believe," "anticipate," and other words of similar meaning. Such forward-looking statements are based on assumptions and estimates, which although believed to be reasonable, may turn out to be incorrect. Therefore, undue reliance should not be placed upon these estimates and statements. United cannot assure that any of these statements, estimates, or beliefs will be realized and actual results may differ from those contemplated in these "forward-looking statements." The following factors, among others, could cause the actual results of United's operations to differ materially from its expectations: (1) the effects of and changes in trade and monetary and fiscal policies and laws, including the interest rate policies of the Federal Reserve and the trade and tariff policies; (2) general competitive, economic, political and market conditions and other factors that may affect future results of United, including changes in asset quality and credit risk; the economic impact of oil and gas prices; the inability to sustain revenue and earnings growth; changes in interest rates and capital markets; inflation; customer borrowing, repayment, investment and deposit practices; the impact, extent and timing of technological changes; capital management activities; and other actions of the Federal Reserve Board and legislative and regulatory actions and reforms; (3) deposit attrition, client loss or revenue loss following completed mergers or acquisitions that may be greater than anticipated; (4) regulatory change risk resulting from new laws, rules, regulations, or accounting principles, including, without limitation, the possibility that regulatory agencies may require higher levels of capital above the current regulatory-mandated minimums and the possibility of changes in accounting standards, policies, principles and practices; (5) the cost and effects of cyber incidents or other failures, interruptions, or security breaches of United's systems and those of our customers or third-party providers; (6) competitive pressures on product pricing and services; (7) success, impact, and timing of United's business strategies, including market acceptance of any new products or services; (8) volatility and disruptions in global capital and credit markets; (9) operational, technological, cultural, regulatory, legal, credit and other risks associated with the exploration, consummation and integration of potential future acquisitions; (10) catastrophic events such as hurricanes, tornados, earthquakes, floods or other natural or human disasters, including public health crises and infectious disease outbreaks, as well as any government actions in response to such events; (11) geopolitical risk from terrorist activities and armed conflicts that may result in economic and supply disruptions, and loss of market and consumer confidence; (12) the risks of fluctuations in market prices for United common stock that may or may not reflect economic condition or performance of United; (13) the nature, extent, timing, and results of governmental actions, examinations, reviews, reforms, regulations, and interpretations; and any other risks described in the "Risk Factors" sections of this and other reports filed by United with the Securities and Exchange Commission.

United undertakes no obligation to publicly update any forward-looking statements, whether as a result of new information, future events, or otherwise.

INTRODUCTION

The following discussion and analysis presents the significant changes in financial condition and the results of operations of United and its subsidiaries for the periods indicated below. This discussion and the unaudited consolidated financial statements and the notes to unaudited Consolidated Financial Statements include the accounts of United Bankshares, Inc. and its wholly-owned subsidiaries, unless otherwise indicated. Management has evaluated all significant events and transactions that occurred after September 30, 2026, but prior to the date these financial statements were issued, for potential recognition or disclosure required in these financial statements.

This discussion and analysis should be read in conjunction with the unaudited Consolidated Financial Statements and accompanying notes thereto, which are included elsewhere in this document.

ACQUISITION

On January 10, 2025, United consummated its acquisition of Atlanta-based Piedmont Bancorp, Inc. ("Piedmont"). At the acquisition date, Piedmont had total assets of approximately $2.4 billion, total loans of approximately $2.1 billion, total liabilities of approximately $2.2 billion, total deposits of approximately $2.1 billion, and total shareholders' equity of approximately $202 million. As a result of the Piedmont acquisition, the first nine months of 2025 included $31.41 million of pre-tax net income-related noninterest expenses and merger-related provision for credit losses.

USE OF NON-GAAP FINANCIAL MEASURES

This discussion and analysis contains certain financial measures that are not recognized under GAAP. Under SEC Regulation G, public companies making disclosures containing financial measures that are not in accordance with GAAP must also disclose, along with each "non-GAAP" financial measure, certain additional information, including a reconciliation of the non-GAAP financial measure to the closest comparable GAAP financial measure, as well as a statement of the company's reasons for utilizing the non-GAAP financial measure.

Generally, United has presented a non-GAAP financial measure because it believes that this measure provides meaningful additional information to assist in the evaluation of United's results of operations or financial position. Presentation of a non-GAAP financial measure is consistent with how United's management evaluates its performance internally and this non-GAAP financial measure is frequently used by securities analysts, investors and other interested parties in the evaluation of companies in the banking industry. Specifically, this discussion contains certain references to financial measures identified as fully tax-equivalent net interest income and return on average tangible common equity. Management believes these non-GAAP financial measures to be helpful in understanding United's results of operations or financial position.

Net interest income, the yield on earning assets, yield on investment securities, net interest margin, and interest spread are presented in this Management's Discussion and Analysis of Financial Condition and Results of Operations on a fully tax-equivalent basis. The fully tax-equivalent basis adjusts for the tax-favored status of income from certain loans and investments. Although these are non-GAAP measures, United's management believes these measures are more widely used within the financial services industry and provide better comparability of net interest income arising from taxable and tax-exempt sources and additional insight into the net interest margin by adjusting for differences in tax treatment of interest income sources. United uses this measure to monitor net interest income performance, net interest margin and yields on earning assets and investment securities and to manage its balance sheet composition.

Average tangible common equity is calculated as GAAP total shareholders' equity minus total intangible assets. Tangible common equity can thus be considered a more conservative valuation of the company. When considering net income, a return on average tangible common equity can be calculated. Management provides a return on average equity to facilitate the understanding of as well as to assess the quality and composition of United's capital structure. This measure, along with others, is used by management to analyze capital adequacy and performance.

However, this non-GAAP information should be considered supplemental in nature and not as a substitute for related financial information prepared in accordance with GAAP. Where the non-GAAP financial measure is used, the comparable GAAP financial measure, as well as reconciliation to that comparable GAAP financial measure, as well as a statement of the company's reasons for utilizing the non-GAAP financial measure, can be found within this discussion and analysis. Investors should recognize that United's presentation of this non-GAAP financial measure might not be comparable to a similarly titled measure at other companies.

APPLICATION OF CRITICAL ACCOUNTING POLICIES

The accounting and reporting policies of United conform with U.S. generally accepted accounting principles. In preparing the consolidated financial statements, management is required to make estimates, assumptions and judgments that affect the amounts reported in the financial statements and accompanying notes. These estimates, assumptions and judgments, which are reviewed with the Audit Committee of the Board of Directors, are based on information available as of the date of the financial statements. Actual results could differ from these estimates. These policies, along with the disclosures presented in the financial statement notes and in this financial review, provide information on how significant assets and liabilities are valued in the financial statements and how those values are determined. Based on the valuation techniques used and the sensitivity of financial statement amounts to the methods, assumptions, and estimates underlying those amounts, management has identified the determination of the allowance for loan and lease losses, the calculation of the income tax provision, and the use of fair value measurements to account for certain financial instruments to be the accounting areas that require the most subjective or complex judgments, and as such could be most subject to revision as new information becomes available.

United's critical accounting policies involving the significant judgments and assumptions used in the preparation of the Consolidated Financial Statements as of September 30, 2026 were unchanged from the policies disclosed in United's Annual Report on Form 10-K for the year ended December 31, 2025 within the section "Management's Discussion and Analysis of Financial Condition and Results of Operations."

FINANCIAL CONDITION

United's total assets as of September 30, 2026 were $34.23 billion, increasing $568.25 million or 1.69% from December 31, 2025. Investment securities increased $441.54 million or 12.98%, portfolio loans increased $751.14 million or 3.04%, bank-owned life insurance policies increased $8.12 million or 1.48%, operating lease right-of-use assets increased $9.88 million or 11.06%, and other assets increased $28.44 million or 9.44%. Partially offsetting these increases in assets, cash and cash equivalents decreased $659.86 million or 25.96%, loans held for sale decreased $13.57 million or 43.37%, and interest receivable decreased $3.42 million or 3.13%. Total liabilities increased $650.32 million or 2.31% from year-end 2025. This increase in total liabilities was due mainly to an increase of $649.80 million or 2.40% in deposits, an increase of $11.53 million or 12.08% in operating lease right-of-use liabilities, and an increase of $4.99 million or 14.23% in the reserve for lending-related commitments. Partially offsetting these increases in liabilities was a $13.76 million or 6.93% decrease in securities sold under agreements to repurchase and a $3.42 million or 1.41% decrease in accrued expenses and other liabilities. Shareholders' equity decreased $82.07 million or 1.49% from year-end 2025.

The following discussion explains in more detail the changes in financial condition by major category.

Cash and Cash Equivalents

Cash and cash equivalents at September 30, 2026 decreased $659.86 million or 25.96% from year-end 2025. In particular, interest-bearing deposits with other banks decreased $653.24 million or 28.48%, as United placed less cash in an interest-bearing account with the Federal Reserve, while cash and due from banks decreased $6.68 million or 2.70%. Federal funds sold increased $55 thousand or 4.05%. During the first nine months of 2026, net cash of $433.75 million and $246.71 million was provided by operating and financing activities while net cash of $1.34 billion was used in investing activities. See the unaudited Consolidated Statements of Cash Flows (unaudited) for data on cash and cash equivalents provided and used in operating, investing and financing activities for the first nine months of 2026 and 2025.

Securities

Total investment securities at September 30, 2026 increased $441.54 million or 12.98%. Securities available for sale increased $441.04 million or 14.42%. This change in securities available for sale reflects $1.20 billion in sales, maturities and calls of securities, $1.75 billion in purchases, and a decrease of $116.34 million in market value. Equity securities were $25.77 million at September 30, 2026, a decrease of $9.00 million or 25.88% due mainly to the sale of equity securities totaling $27.56 million partially offset by the purchase of $18.57 million in equity securities during the first nine months of 2026. Other investment securities increased $9.49 million or 3.11% from year-end 2025, mainly due to a $9.26 million increase in investment tax credits.

The following table summarizes the changes in the available for sale securities since year-end 2025:

(Dollars in thousands) September 30
2026
December 31
2025
$ Change % Change

U.S. Treasury securities and obligations of U.S. Government corporations and agencies

$ 271,749 $ 281,657 $ (9,908 ) (3.52 %)

State and political subdivisions

476,604 516,926 (40,322 ) (7.80 %)

Mortgage-backed securities

2,418,029 1,792,594 625,435 34.89 %

Asset-backed securities

149,596 223,254 (73,658 ) (32.99 %)

Single issue trust preferred securities

12,984 12,658 326 2.58 %

Other corporate securities

171,533 232,363 (60,830 ) (26.18 %)

Total available for sale securities, at fair value

$ 3,500,495 $ 3,059,452 $ 441,043 14.42 %

The following table summarizes the changes in the held to maturity securities since year-end 2025:

(Dollars in thousands) September 30
2026
December 31
2025
$ Change % Change

State and political subdivisions

$ 987  (1) $ 984  (2) $ 3 0.30 %

Other corporate securities

20 20 0 0.00 %

Total held to maturity securities, at amortized cost

$ 1,007 $ 1,004 $ 3 0.30 %
(1)

net of allowance for credit losses of $13 thousand.

(2)

net of allowance for credit losses of $16 thousand.

At September 30, 2026, gross unrealized losses on available for sale securities were $322.00 million. Securities with the most significant gross unrealized losses at September 30, 2026 consisted primarily of agency residential mortgage-backed securities, state and political subdivision securities, agency commercial mortgage-backed securities and corporate securities.

As of September 30, 2026, United's available for sale mortgage-backed securities had an amortized cost of $2.64 billion, with an estimated fair value of $2.42 billion. The portfolio consisted primarily of $2.28 billion in agency residential mortgage-backed securities with a fair value of $2.09 billion, $32.91 million in non-agency residential mortgage-backed securities with an estimated fair value of $27.83 million, and $324.22 million in commercial agency mortgage-backed securities with an estimated fair value of $300.85 million.

As of September 30, 2026, United's available for sale state and political subdivisions securities had an amortized cost of $562.53 million, with an estimated fair value of $476.60 million. The portfolio relates to securities issued by various municipalities located throughout the United States, and no securities within the portfolio were rated below investment grade as of September 30, 2026.

As of September 30, 2026, United's available for sale corporate securities had an amortized cost of $345.05 million, with an estimated fair value of $334.11 million. The portfolio consisted of $13.34 million in single issue trust preferred securities with an estimated fair value of $12.98 million. In addition to the single issue trust preferred securities, the Company held positions in various other corporate securities, including asset-backed securities with an amortized cost of $151.45 million and a fair value of $149.60 million and other corporate securities, with an amortized cost of $180.27 million and a fair value of $171.53 million.

United's available for sale single issue trust preferred securities had a fair value of $12.98 million as of September 30, 2026. Of the $12.98 million, $7.46 million or 57.48% were investment grade rated and $5.52 million or 42.52% were unrated. The two largest exposures accounted for 100% of the $12.98 million. These included Truist Bank at $7.46 million and Emigrant Bank at $5.52 million. All single issue trust preferred securities are currently receiving full scheduled principal and interest payments.

During the third quarter of 2026, United did not recognize any credit losses on its available for sale investment securities. Management does not believe that any individual security with an unrealized loss as of September 30, 2026 is impaired. United believes the decline in value resulted from changes in market interest rates, credit spreads and liquidity, not a deterioration of credit. Based on a review of each of the securities in the available for sale investment portfolio, management concluded that it was more-likely-than-not that it would be able to realize the cost basis investment and appropriate interest payments on such securities. United has the positive intent and the more-likely-than-not ability to hold these securities until such time as the value recovers or the securities mature. As of September 30, 2026, there was no allowance for credit losses related to the Company's available for sale securities. However, United acknowledges that any securities in an unrealized loss position may be sold in future periods in response to significant, unanticipated changes in asset/liability management decisions, unanticipated future market movements or business plan changes.

Further information regarding the amortized cost and estimated fair value of investment securities, including remaining maturities as well as a more detailed discussion of management's impairment analysis, is presented in Note 2 to the unaudited Notes to Consolidated Financial Statements.

Loans Held for Sale

Loans held for sale were $17.71 million at September 30, 2026, a decrease of $13.57 million or 43.37% from year-end 2025. Loan sales in the secondary market exceeded originations during the first nine months of 2026. Loan originations for the first nine months of 2026 were $263.73 million while the cost of loans sold was $277.29 million.

Portfolio Loans

Loans, net of unearned income, increased $751.14 million or 3.04% from year-end 2025. Since year-end 2025, commercial, financial and agricultural loans increased $710.87 million or 4.98% as a result of a $721.05 million or 6.87% increase in commercial real estate loans which was slightly offset by a $10.18 million or less than 1% decrease in commercial loans (not secured by real estate). Residential real estate loans increased $159.25 million or 2.61% and consumer loans increased $55.22 million or 7.10%. Partially offsetting these increases in loans, net of unearned income, was a $172.48 million or 4.83% decrease in construction and land development loans.

The following table summarizes the changes in the major loan classes since year-end 2025:

(Dollars in thousands) September 30
2026
December 31
2025
$ Change % Change

Loans held for sale

$ 17,712 $ 31,277 $ (13,565 ) (43.37 %)

Commercial, financial, and agricultural:

Owner-occupied commercial real estate

$ 2,177,293 $ 2,145,921 $ 31,372 1.46 %

Nonowner-occupied commercial real estate

9,033,200 8,343,520 689,680 8.27 %

Other commercial loans

3,774,652 3,784,833 (10,181 ) (0.27 %)

Total commercial, financial, and agricultural

$ 14,985,145 $ 14,274,274 $ 710,871 4.98 %

Residential real estate

6,257,512 6,098,262 159,250 2.61 %
(Dollars in thousands) September 30
2026
December 31
2025
$ Change % Change

Construction & land development

3,398,426 3,570,902 (172,476 ) (4.83 %)

Consumer:

Bankcard

9,215 9,686 (471 ) (4.86 %)

Other consumer

823,184 767,496 55,688 7.26 %

Total gross loans

$ 25,473,482 $ 24,720,620 $ 752,862 3.05 %

Less: Unearned income

(13,224 ) (11,498 ) (1,726 ) 15.01 %

Total Loans, net of unearned income

$ 25,460,258 $ 24,709,122 $ 751,136 3.04 %

For a further discussion of loans see Note 3 to the unaudited Notes to Consolidated Financial Statements.

Bank-Owned Life Insurance

The balance of bank-owned life insurance increased $8.12 million or 1.48% for the first nine months of 2026 due to an increase in the cash surrender value of underlying policies.

Other Assets

Other assets increased $28.44 million or 9.44% from year-end 2025 as deferred tax assets increased $22.60 million due mainly to a decrease in the fair value of available for sale securities, accounts receivable increased $6.80 million due to timing differences, income tax receivable increased $2.04 million, and OREO increased $2.34 million. Partially offsetting these increases was a decrease in core deposit intangibles of $5.51 million due to amortization.

Deposits

Deposits represent United's primary source of funding. Total deposits at September 30, 2026 increased $649.80 million or 2.40% from year-end 2025. In terms of composition, noninterest-bearing deposits increased $250.92 million or 3.82% while interest-bearing deposits increased $398.87 million or 1.95% from December 31, 2025.

Noninterest-bearing deposits consist of demand deposit and noninterest bearing money market ("MMDA") account balances. The $250.92 million increase in noninterest-bearing deposits was due to a $154.56 million increase in commercial noninterest-bearing deposits, a $25.74 million increase in public funds noninterest-bearing deposits and a $15.05 million increase in official checks.

Interest-bearing deposits consist of interest-bearing transactions, regular savings, interest-bearing MMDA, and time deposit account balances. Interest-bearing transaction accounts increased $124.75 million since year-end 2025 as the result of a $208.18 million increase in commercial interest-bearing transaction accounts and a $17.67 million increase in public funds interest-bearing transaction accounts, which were partially offset by a $101.10 million decrease in personal interest-bearing transaction accounts. Regular savings accounts remained steady, decreasing $7.04 million or less than 1% mainly due to a $6.68 million decrease in commercial savings accounts. Interest-bearing MMDAs increased $119.42 million. In particular, commercial MMDAs increased $110.58 million and personal MMDAs increased $39.33 million while public funds MMDAs decreased $30.49 million.

Time deposits under $100,000 increased $4.25 million or less than 1% from year-end 2025. This increase in time deposits under $100,000 was the result of a $29.40 million increase in fixed rate Certificates of Deposits ("CDs") under $100,000 and a $5.16 million increase in Certificate of Deposit Account Registry Service ("CDARS") under $100,000, mostly offset by a $32.15 million decrease in variable rate CDs.

Since year-end 2025, time deposits over $100,000 increased $157.49 million or 4.68% as fixed rate CDs increased $128.68 million and public funds CDs increased $58.81 million. Partially offsetting these increases was a $21.26 million decrease in variable rate CDs and a $8.74 million decrease in CDARS over $100,000.

The table below summarizes the changes by deposit category since year-end 2025:

(Dollars in thousands) September 30
2026
December 31
2025
$ Change % Change

Demand deposits

$ 6,824,553 $ 6,573,630 $ 250,923 3.82 %

Interest-bearing checking

6,782,525 6,657,771 124,754 1.87 %

Regular savings

1,258,298 1,265,334 (7,036 ) (0.56 %)

Money market accounts

7,955,214 7,835,796 119,418 1.52 %

Time deposits under $100,000

1,368,128 1,363,881 4,247 0.31 %

Time deposits over $100,000 (1)

3,522,016 3,364,527 157,489 4.68 %

Total deposits

$ 27,710,734 $ 27,060,939 $ 649,795 2.40 %
(1)

Includes time deposits of $250,000 or more of $1,899,662 and $1,724,739 at September 30, 2026 and December 31, 2025, respectively.

Borrowings

Total borrowings at September 30, 2026 decreased $12.57 million or 1.72% since year-end 2025. During the first nine months of 2026, short-term borrowings decreased $13.76 million or 6.93% due to a decrease in securities sold under agreements to repurchase. Long-term borrowings remained flat, increasing $1.19 million or less than 1% from year-end 2025.

The table below summarizes the change in the borrowing categories since year-end 2025:

(Dollars in thousands) September 30
2026
December 31
2025
$ Change % Change

Short-term securities sold under agreements to repurchase

$ 184,810 $ 198,573 $ (13,763 ) (6.93 %)

Long-term FHLB advances

250,000 250,000 0 0.00 %

Issuances of trust preferred capital securities

283,011 281,817 1,194 0.42 %

Total borrowings

$ 717,821 $ 730,390 $ (12,569 ) (1.72 %)

For a further discussion of borrowings see Notes 8 and 9 to the unaudited Notes to Consolidated Financial Statements.

Accrued Expenses and Other Liabilities

Accrued expenses and other liabilities at September 30, 2026 decreased $3.42 million or 1.41% from year-end 2025. In particular, business franchise taxes decreased $3.08 million due to timing differences, incentives payable decreased $3.55 million due to payments, dividends payable decreased $1.49 million due a decline in shares outstanding, interest payable decreased $784 thousand due to a lower average interest rate paid on interest-bearing deposits while other accrued expenses decreased $6.61 million and other miscellaneous liabilities decreased $2.76 million, both due to lower outstanding payables. Partially offsetting these decreases were increases of $13.10 million in accrued mortgage escrow liabilities due to growth in residential real estate loans since year-end 2025 and $1.77 million in deferred compensation due to a change in the market values of underlying investments associated with post-retirement benefit plans.

Shareholders' Equity

Shareholders' equity at September 30, 2026 was $5.41 billion, which was a decrease of $82.07 million or 1.49% from year-end 2025.

Retained earnings increased $226.50 million or 10.44% from year-end 2025, reflecting earnings net of dividends for the first nine months of 2026.

Accumulated other comprehensive income decreased $84.11 million or 60.54% from year-end 2025 due mainly to a decrease of $88.54 million in the fair value of United's available for sale investment portfolio, net of deferred income taxes. The fair value of cash flow hedges, net of deferred income taxes, increased $4.43 million.

Treasury stock increased $238.06 million or 62.41%. During the first nine months of 2026, United repurchased 5,350,532 shares on the open market under repurchase plans approved by United's Board of Directors at a cost of $234.20 million or an average share price of $43.77.

RESULTS OF OPERATIONS

Overview

The following table sets forth certain consolidated income statement information of United:

Three Months Ended Nine Months Ended
(Dollars in thousands) September
2026
September
2025
June
2026
September
2026
September
2025

Interest income

$ 431,690 $ 430,957 $ 418,197 $ 1,265,816 $ 1,255,800

Interest expense

137,439 150,842 132,885 403,738 441,093

Net interest income

294,251 280,115 285,312 862,078 814,707

Provision for credit losses

6,241 12,095 4,961 18,978 47,087

Noninterest income

30,845 43,204 38,506 103,414 104,218

Noninterest expense

156,714 146,741 154,715 464,243 448,334

Income before income taxes

162,141 164,483 164,142 482,271 423,504

Income taxes

33,437 33,735 32,765 97,990 87,729

Net income

$ 128,704 $ 130,748 $ 131,377 $ 384,281 $ 335,775

Net income for the third quarter and first nine months of 2026 was $128.70 million and $384.28 million, respectively, as compared to earnings of $130.75 million and $335.78 million for the third quarter and first nine months of 2025. Diluted earnings per share were $0.94 for the third quarter of 2026 and $0.92 for the third quarter of 2025. Diluted earnings per share were $2.77 for the first nine months of 2026 as compared to $2.36 for the first nine months of 2025. On a linked-quarter basis, net income for the second quarter of 2026 was $131.38 million or $0.95 per diluted share.

As previously mentioned, United completed its acquisition of Piedmont on January 10, 2025. The financial results of Piedmont are included in United's results from the acquisition date. As a result of the acquisition, United recorded acquisition-related costs for the Piedmont merger of $31.41 million for the first nine months of 2025, including a provision for credit losses of $18.73 million for purchased non-PCD loans recorded in the first quarter of 2025.

For the third quarter of 2026, United's annualized return on average assets was 1.50% and return on average shareholders' equity was 9.24% as compared to 1.57% and 9.58% for the third quarter of 2025. United's annualized return on average assets was 1.56% and return on average shareholders' equity was 9.53% for the second quarter of 2026. United's annualized return on average assets for the first nine months of 2026 was 1.52% and return on average shareholders' equity was 9.28% as compared to 1.38% and 8.39% for the first nine months of 2025. For the third quarter and first nine months of 2026, United's annualized return on average tangible common equity, a non-GAAP measure, was 14.68% and 14.74%, respectively, as compared to 15.45% and 13.63% for the third quarter and first nine months of 2025, respectively. United's annualized return on average tangible common equity was 15.15% for the second quarter of 2026.

Three Months Ended Nine Months Ended
September 30, September 30, June 30, September 30, September 30,
(Dollars in thousands) 2026 2025 2026 2026 2025

Return on Average Tangible Common Equity:

(a) Net Income (GAAP)

$ 128,704 $ 130,748 $ 131,377 $ 384,281 $ 335,775

(b) Number of Days

92 92 91 273 273

Average Total Shareholders' Equity (GAAP)

$ 5,525,494 $ 5,413,460 $ 5,527,850 $ 5,534,224 $ 5,349,703

Less: Average Total Intangibles

(2,046,813 ) (2,055,082 ) (2,048,631 ) (2,048,624 ) (2,055,165 )

(c) Average Tangible Common Equity (non-GAAP)

$ 3,478,681 $ 3,358,378 $ 3,479,219 $ 3,485,600 $ 3,294,538

Return on Average Tangible Common Equity (non-GAAP) [(a) / (b)] x 365 / (c)

14.68 % 15.45 % 15.15 % 14.74 % 13.63 %

Net interest income for the third quarter of 2026 increased $14.14 million, or 5.05% from the third quarter of 2025. The increase of $14.14 million in net interest income occurred because total interest income increased $733 thousand while total interest expense decreased $13.40 million from the third quarter of 2025. Net interest income for the first nine months of 2026 increased $47.37 million or 5.81% from the first nine months of 2025. The increase of $47.37 million in net interest income occurred because total interest income increased $10.02 million while total interest expense decreased $37.36 million from the first nine months of 2025. Net interest income for the third quarter of 2026 increased $8.94 million or 3.13% from the second quarter of 2026. The increase of $8.94 million in net interest income occurred because total interest income increased $13.49 million while total interest expense increased $4.55 million from the second quarter of 2026.

The provision for credit losses was $6.24 million and $18.98 million for the third quarter and first nine months of 2026, respectively, while the provision for credit losses was $12.10 million and $47.09 million for the third quarter and first nine months of 2025. The provision for credit losses was $4.96 million for the second quarter of 2026. As previously mentioned, provision for credit losses of $18.73 million was recorded during the first nine months of 2025 on purchased non-PCD loans from Piedmont.

For the third quarter of 2026, noninterest income decreased $12.36 million or 28.61% from the third quarter of 2025 while noninterest income for the first nine months of 2026 was relatively flat from the first nine months of 2025, decreasing $804 thousand or less than 1%. Noninterest income for the third quarter of 2026 decreased $7.66 million, or 19.90%, from the second quarter of 2026.

Noninterest expense for the third quarter of 2026 increased $9.97 million or 6.80% from the third quarter of 2025. For the first nine months of 2026, noninterest expense increased $15.91 million or 3.55% from the first nine months of 2025. Noninterest expense for the third quarter of 2026 increased $2.00 million, or 1.29%, from the second quarter of 2026.

Income taxes for the third quarter of 2026 were $33.44 million as compared to $33.74 million for the third quarter of 2025. For the first nine months of 2026 and 2025 income tax expense was $97.99 million and $87.73 million, respectively. Income tax expense increased $672 thousand from the second quarter of 2026. For the quarters ended September 30, 2026 and 2025, United's effective tax rate was 20.62% and 20.51%, respectively. The effective tax rate for the first nine months of 2026 and 2025 was 20.32% and 20.72%, respectively. For the quarter ended June 30, 2026, United's effective tax rate was 19.96%.

The following discussion explains in more detail the consolidated results of operations by major category.

Net Interest Income

Net interest income represents the primary component of United's earnings. It is the difference between interest income from earning assets and interest expense incurred to fund these assets. Net interest income is impacted by changes in the volume and mix of interest-earning assets and interest-bearing liabilities, as well as changes in market interest rates. Such changes, and their impact on net interest income in 2026 and 2025, are presented on the following page.

Net interest income for the third quarter of 2026 was $294.25 million, which was an increase of $14.14 million or 5.05% from the third quarter of 2025. The $14.14 million increase in net interest income occurred because total interest income increased $733 thousand while total interest expense decreased $13.40 million from the third quarter of 2025. Net interest income for the first nine months of 2026 was $862.08 million, which was an increase of $47.37 million or 5.81% from the first nine months of 2025. The $47.37 million increase in net interest income occurred because total interest income increased $10.02 million while total interest expense decreased $37.36 million from the first nine months of 2025. On a linked-quarter basis, net interest income for the third quarter of 2026 increased $8.94 million or 3.13% from the second quarter of 2026. The $8.94 million increase in net interest income occurred because total interest income increased $13.49 million while total interest expense increased $4.55 million from the second quarter of 2026.

For the purpose of this remaining discussion, net interest income is presented on a fully tax-equivalent basis to provide a comparison among all types of interest earning assets. The fully tax-equivalent basis adjusts for the tax-favored status of income from certain loans and investments. Although this is a non-GAAP measure, United's management believes this measure is more widely used within the financial services industry and provides better comparability of net interest income arising from taxable and tax-exempt sources. United uses this measure to monitor net interest income performance and to manage its balance sheet composition.

Fully tax-equivalent net interest income for the third quarter of 2026 was $294.96 million, an increase of $14.07 million or 5.01% from the third quarter of 2025. The increase in fully tax-equivalent net interest income was primarily due to a lower rate paid on average interest-bearing deposits, loan growth, and the impact of strategic purchases of higher yielding investment securities throughout 2026. These increases to fully tax-equivalent net interest income were partially offset by a lower yield on average net loans and growth in average interest-bearing deposits. The rate paid on average interest-bearing deposits decreased 33 basis points from the third quarter of 2025. Average net loans increased $887.32 million, or 3.70%, from the third quarter of 2025. The yield on average net loans decreased 18 basis points from the third quarter of 2025. Acquired loan accretion income decreased $2.59 million from the third quarter of 2025. Average investment securities increased $337.89 million, or 10.34%, and the yield on average investment securities increased 14 basis points from the third quarter of 2025. Average interest-bearing deposits increased $649.79 million, or 3.25%, from the third quarter of 2025. The net interest margin was 3.86% and 3.80% for the third quarter of 2026 and the third quarter of 2025, respectively.

Fully tax-equivalent net interest income for the first nine months of 2026 was $864.36 million, an increase of $47.30 million, or 5.79%, from the first nine months of 2025. The increase in fully tax-equivalent net interest income was primarily due to a lower rate paid on average interest-bearing deposits and loan growth. These increases to fully tax-equivalent net interest income were partially offset by a lower yield on average net loans and growth in average interest-bearing deposits. Average net loans increased $1.08 billion, or 4.56%, from the first nine months of 2025. The yield on average net loans decreased 18 basis points from the first nine months of 2025. Acquired loan accretion income decreased $7.86 million from the first nine months of 2025. Average investment securities increased $227.16 million, or 7.00%, from the first nine months of 2025. Average interest-bearing deposits increased $930.32 million, or 4.73%, from the first nine months of 2025. The rate paid on average interest-bearing deposits decreased 36 basis points from the first nine months of 2025. The net interest margin was 3.82% and 3.77% for the first nine months of 2026 and the first nine months of 2025, respectively.

On a linked-quarter basis, fully tax-equivalent net interest income increased $8.87 million, or 3.10%, from the second quarter of 2026. The increase in fully tax-equivalent net interest income was primarily due to loan growth largely funded by deposit growth, the impact of strategic purchases of higher yielding investment securities throughout 2026, and the impact of higher market interest rates. Average net loans were relatively flat from the second quarter of 2026, increasing $227.45 million or less than 1%. The yield on average net loans increased 7 basis points from the second quarter of 2026. Average investment securities increased $94.67 million, or 2.70%, and the yield on average investment securities increased 15 basis points from the second quarter of 2026. Average interest-bearing deposits were relatively flat from the second quarter of 2026, increasing $164.75 million or less than 1%. The rate paid on average interest-bearing deposits increased 4 basis points from the second quarter of 2026. The net interest margin was 3.86% and 3.81% for the third quarter of 2026 and the second quarter of 2026, respectively.

United's fully tax-equivalent net interest income also includes the impact of acquisition accounting fair value adjustments. The following table provides the discount/premium and net accretion impact to fully tax-equivalent net interest income for the three months ended September 30, 2026, September 30, 2025 and June 30, 2026 and the nine months ended September 30, 2026 and September 30, 2025:

Three Months Ended
September 30 September 30 June 30
(Dollars in thousands) 2026 2025 2026

Loan accretion

$ 4,904 $ 7,489 $ 5,004

Certificates of deposit

3 55 4

Long-term borrowings

(396 ) (398 ) (399 )

Total

$ 4,511 $ 7,146 $ 4,609
Nine Months Ended
September 30 September 30
(Dollars in thousands) 2026 2025

Loan accretion

$ 17,379 $ 25,238

Certificates of deposit

15 443

Long-term borrowings

(1,194 ) (998 )

Total

$ 16,200 $ 24,683

The following tables reconcile the difference between net interest income and fully tax-equivalent net interest income for the three months ended September 30, 2026, September 30, 2025 and June 30, 2026 and the nine months ended September 30, 2026 and September 30, 2025.

Three Months Ended
September 30 September 30 June 30
(Dollars in thousands) 2026 2025 2026

Net interest income, GAAP basis

$ 294,251 $ 280,115 $ 285,312

Fully tax-equivalent adjustment (1)

713 781 787

Fully tax-equivalent net interest income

$ 294,964 $ 280,896 $ 286,099
Nine Months Ended
September 30 September 30
(Dollars in thousands) 2026 2025

Net interest income, GAAP basis

$ 862,078 $ 814,707

Fully tax-equivalent adjustment (1)

2,280 2,354

Fully tax-equivalent net interest income

$ 864,358 $ 817,061
(1)

The fully tax-equivalent adjustment combines amounts of interest income on federally nontaxable loans and investment securities using the statutory federal income tax rate of 21% for the three months and nine months ended September 30, 2026 and 2025 and the three months ended June 30, 2026. All interest income on loans and investment securities was subject to state income taxes.

The following table shows the unaudited consolidated daily average balance of major categories of assets and liabilities for the three-month periods ended September 30, 2026 and 2025, respectively, with the interest and rate earned or paid on such amount. The interest income and yields on federally nontaxable loans and investment securities are presented on a fully tax-equivalent basis using the statutory federal income tax rate of 21% for the three-month period ended September 30, 2026 and 2025. Interest income on all loans and investment securities was subject to state income taxes.

Three Months Ended
September 30, 2026
Three Months Ended
September 30, 2025
(Dollars in thousands) Average
Balance
Interest
(1)
Avg. Rate
(1)
Average
Balance
Interest
(1)
Avg. Rate
(1)

ASSETS

Earning Assets:

Federal funds sold and securities purchased under agreements to resell and other short-term investments

$ 1,882,636 $ 17,826 3.76 % $ 2,137,694 $ 24,053 4.46 %

Investment Securities:

Taxable

3,408,328 31,807 3.73 % 3,073,283 27,509 3.58 %

Tax-exempt

198,137 1,487 3.00 % 195,293 1,522 3.12 %

Total Securities

3,606,465 33,294 3.69 % 3,268,576 29,031 3.55 %

Loans, net of unearned income (2)(3)

25,200,054 381,283 6.01 % 24,321,283 378,654 6.18 %

Allowance for loan losses

(299,439 ) (307,983 )

Net loans

24,900,615 6.08 % 24,013,300 6.26 %

Total earning assets

30,389,716 $ 432,403 5.65 % 29,419,570 $ 431,738 5.83 %

Other assets

3,658,848 3,650,200

TOTAL ASSETS

$ 34,048,564 $ 33,069,770

LIABILITIES

Interest-Bearing Liabilities:

Interest-bearing deposits

$ 20,670,359 $ 130,563 2.51 % $ 20,020,573 $ 143,445 2.84 %

Short-term borrowings

174,815 1,436 3.26 % 155,966 1,420 3.61 %

Long-term borrowings

532,789 5,440 4.05 % 544,020 5,977 4.36 %

Total Interest-Bearing Liabilities

21,377,963 137,439 2.55 % 20,720,559 150,842 2.89 %

Noninterest-bearing deposits

6,817,000 6,614,586

Accrued expenses and other liabilities

328,107 321,165

TOTAL LIABILITIES

28,523,070 27,656,310

SHAREHOLDERS' EQUITY

5,525,494 5,413,460

TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY

$ 34,048,564 $ 33,069,770

NET INTEREST INCOME

$ 294,964 $ 280,896

INTEREST SPREAD

3.10 % 2.94 %

NET INTEREST MARGIN

3.86 % 3.80 %
(1)

The interest income and the yields on federally nontaxable loans and investment securities are presented on a fully tax-equivalent basis using the statutory federal income tax rate of 21%.

(2)

Nonaccruing loans are included in the daily average loan amounts outstanding.

(3)

Loans held for sale and leases are included in the daily average loan amounts outstanding.

The following table shows the unaudited consolidated daily average balance of major categories of assets and liabilities for the three-month periods ended September 30, 2026 and June 30, 2026, respectively, with the interest and rate earned or paid on such amount. The interest income and yields on federally nontaxable loans and investment securities are presented on a fully tax-equivalent basis using the statutory federal income tax rate of 21% for the three-month period ended September 30, 2026 and June 30, 2026. Interest income on all loans and investment securities was subject to state income taxes.

Three Months Ended
September 30, 2026
Three Months Ended
June 30, 2026
(Dollars in thousands) Average
Balance
Interest
(1)
Avg. Rate
(1)
Average
Balance
Interest
(1)
Avg. Rate
(1)

ASSETS

Earning Assets:

Federal funds sold and securities purchased under agreements to resell and other short-term investments

$ 1,882,636 $ 17,826 3.76 % $ 1,916,842 $ 17,881 3.74 %

Investment Securities:

Taxable

3,408,328 31,807 3.73 % 3,310,627 29,535 3.57 %

Tax-exempt

198,137 1,487 3.00 % 201,172 1,506 2.99 %

Total Securities

3,606,465 33,294 3.69 % 3,511,799 31,041 3.54 %

Loans, net of unearned income (2)(3)

25,200,054 381,283 6.01 % 24,972,777 370,062 5.94 %

Allowance for loan losses

(299,439 ) (299,614 )

Net loans

24,900,615 6.08 % 24,673,163 6.01 %

Total earning assets

30,389,716 $ 432,403 5.65 % 30,101,804 $ 418,984 5.58 %

Other assets

3,658,848 3,638,497

TOTAL ASSETS

$ 34,048,564 $ 33,740,301

LIABILITIES

Interest-Bearing Liabilities:

Interest-bearing deposits

$ 20,670,359 $ 130,563 2.51 % $ 20,505,605 $ 126,141 2.47 %

Short-term borrowings

174,815 1,436 3.26 % 177,707 1,425 3.22 %

Long-term borrowings

532,789 5,440 4.05 % 532,390 5,319 4.01 %

Total Interest-Bearing Liabilities

21,377,963 137,439 2.55 % 21,215,702 132,885 2.51 %

Noninterest-bearing deposits

6,817,000 6,672,733

Accrued expenses and other liabilities

328,107 324,016

TOTAL LIABILITIES

28,523,070 28,212,451

SHAREHOLDERS' EQUITY

5,525,494 5,527,850

TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY

$ 34,048,564 $ 33,740,301

NET INTEREST INCOME

$ 294,964 $ 286,099

INTEREST SPREAD

3.10 % 3.07 %

NET INTEREST MARGIN

3.86 % 3.81 %
(1)

The interest income and the yields on federally nontaxable loans and investment securities are presented on a fully tax-equivalent basis using the statutory federal income tax rate of 21%.

(2)

Nonaccruing loans are included in the daily average loan amounts outstanding.

(3)

Loans held for sale and leases are included in the daily average loan amounts outstanding.

The following table shows the unaudited consolidated daily average balance of major categories of assets and liabilities for the nine-month periods ended September 30, 2026 and 2025, respectively, with the interest and rate earned or paid on such amount. The interest income and yields on federally nontaxable loans and investment securities are presented on a fully tax-equivalent basis using the statutory federal income tax rate of 21% for the nine-month period ended September 30, 2026 and 2025. Interest income on all loans and investment securities was subject to state income taxes.

Nine Months Ended
September 30, 2026
Nine Months Ended
September 30, 2025
(Dollars in thousands) Average
Balance
Interest
(1)
Avg. Rate
(1)
Average
Balance
Interest
(1)
Avg. Rate
(1)

ASSETS

Earning Assets:

Federal funds sold and securities repurchased under agreements to resell and other short-term investments

$ 2,011,479 $ 56,417 3.75 % $ 2,098,511 $ 70,412 4.49 %

Investment Securities:

Taxable

3,270,808 87,424 3.56 % 3,048,195 81,126 3.55 %

Tax-exempt

201,321 4,495 2.98 % 196,778 4,543 3.08 %

Total Securities

3,472,129 91,919 3.53 % 3,244,973 85,669 3.52 %

Loans, net of unearned income (2)(3)

25,016,311 1,119,760 5.98 % 23,947,635 1,102,073 6.15 %

Allowance for loan losses

(298,871 ) (308,868 )

Net loans

24,717,440 6.05 % 23,638,767 6.23 %

Total earning assets

30,201,048 $ 1,268,096 5.61 % 28,982,251 $ 1,258,154 5.80 %

Other assets

3,639,635 3,630,874

TOTAL ASSETS

$ 33,840,683 $ 32,613,125

LIABILITIES

Interest-Bearing Liabilities:

Interest-bearing deposits

$ 20,597,158 $ 383,432 2.49 % $ 19,666,836 $ 418,889 2.85 %

Short-term borrowings

178,289 4,300 3.22 % 162,776 4,358 3.58 %

Long-term borrowings

532,388 16,006 4.02 % 549,771 17,846 4.34 %

Total Interest-Bearing Liabilities

21,307,835 403,738 2.53 % 20,379,383 441,093 2.89 %

Non-interest bearing deposits

6,670,529 6,561,681

Accrued expenses and other liabilities

328,095 322,358

TOTAL LIABILITIES

28,306,459 27,263,422

SHAREHOLDERS' EQUITY

5,534,224 5,349,703

TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY

$ 33,840,683 $ 32,613,125

NET INTEREST INCOME

$ 864,358 $ 817,061

INTEREST SPREAD

3.08 % 2.91 %

NET INTEREST MARGIN

3.82 % 3.77 %
(1)

The interest income and the yields on federally nontaxable loans and investment securities are presented on a fully tax-equivalent basis using the statutory federal income tax rate of 21%.

(2)

Nonaccruing loans are included in the daily average loan amounts outstanding.

(3)

Loans held for sale and leases are included in the daily average loan amounts outstanding.

Provision for Credit Losses

The provision for credit losses was $6.24 million and $18.98 million for the third quarter and first nine months of 2026, respectively, as compared to a provision for credit losses of $12.10 million and $47.09 million for the third quarter and first nine months of 2025, respectively. On a linked-quarter basis, the provision for credit losses for the second quarter of 2026 was $4.96 million. The provision for credit losses for the first nine months of 2025 included provision expense of $18.73 million recorded for purchased non-PCD loans from Piedmont. United's provision for credit losses relates to its portfolio of loans and leases, available-for-sale securities and held-to-maturity securities are discussed in more detail in the following paragraphs.

For the quarter ended September 30, 2026, the provision for loan and lease losses was $6.24 million as compared to a provision for loan and lease losses of $12.10 million for the quarter ended September 30, 2025. The lower amount of provision expense for the third quarter of 2026 was mainly due to higher provision for the commercial real estate nonowner-occupied ("CRE NOO") loan segment for the third quarter of 2025. The provision for loan and lease losses for the first nine months of 2026 was $18.98 million as compared to a provision for loan and lease losses of $47.09 million for the first nine months of 2025. The higher amount of provision expense for the first nine months of 2025 was mainly due to the previously mentioned provision expense of $18.73 million recorded for purchased non-PCD loans from Piedmont as well as the increased provision for the CRE NOO loan segment. Net charge-offs for the third quarter and first nine months of 2026 were $11.60 million and $22.35 million, respectively, as compared to net charge-offs of $20.01 million and $36.40 million, respectively, for the third quarter and first nine months of 2025. The lower amount of net charge-offs for the third quarter and first nine months of 2026 was due mainly to $16.50 million of charge-offs recorded in the third quarter of 2025 reflecting updated collateral valuations on two CRE NOO loans associated with the same sponsor downgraded to nonaccrual status. During the third quarter of 2025, the sponsor experienced a significant deterioration in financial condition and concerns arose regarding the sponsor's ability to support the credits on a long-term basis. On a linked-quarter basis, the provision for loan and lease losses was $4.96 million for the second quarter of 2026. Net charge-offs were $5.06 million for the second quarter of 2026.

Annualized net charge-offs as a percentage of average loans and leases, net of unearned income for the third quarter and first nine months of 2026 was 0.18% and 0.12%, respectively, as compared to annualized net charge-offs of 0.33% and 0.20% for the third quarter and first nine months of 2025, respectively. Annualized net charge-offs as a percentage of average loans and leases, net of unearned income for the second quarter of 2026 was 0.08%.

The following table shows a summary of United's nonperforming assets including nonperforming loans and other real estate owned ("OREO") at September 30, 2026 and December 31, 2025:

(In thousands) September 30
2026
December 31
2025

Nonaccrual loans

$ 99,907 $ 96,492

Loans past due 90 days or more

9,987 4,974

Total nonperforming loans

$ 109,894 $ 101,466

Other real estate owned

11,198 8,857

Total nonperforming assets

$ 121,092 $ 110,323

United maintains an allowance for loan and lease losses and a reserve for lending-related commitments. The combined allowance for loan losses and reserve for lending-related commitments is considered the allowance for credit losses. At September 30, 2026, the allowance for credit losses was $334.21 million as compared to $332.59 million at December 31, 2025.

At September 30, 2026, the allowance for loan and lease losses was $294.15 million as compared to $297.52 million at December 31, 2025. The allowance for loan and lease losses at September 30, 2026 saw the largest increase in the reserves for the commercial real estate nonowner-occupied loan segment from year-end 2025 due to increased outstanding loan balances and an increase in the allowance for individually evaluated loans. The largest decrease in reserves at September 30, 2026 was for the real estate construction and development loan segment due to an improvement in the historical loss rate and decreased outstanding loan balances. As a percentage of loans and leases, net of unearned income, the allowance for loan and lease losses was 1.16% at September 30, 2026 as compared to 1.20% at December 31, 2025. The ratio of the allowance for loan and lease losses to nonperforming loans and leases or coverage ratio was 267.66% and 293.22% at September 30, 2026 and December 31, 2025, respectively. The decrease in this ratio was due mainly to a decrease in the allowance for loan and lease losses while nonperforming loans increased from year-end 2025.

United continues to evaluate risks which may impact its loan and lease portfolios. Reserves are initially determined based on losses identified from the PD/LGD and Cohort models which utilize the Company's historical information. Then, any qualitative adjustments are applied to account for the Company's view of the future and other factors. If current conditions underlying any qualitative adjustment factor were deemed to be materially different than historical conditions, an adjustment was made for that factor.

The third quarter of 2026 qualitative adjustments include analyses of the following:

•

Current conditions - United considered the impact of 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, the unemployment rate, commercial real estate price index, mortgage rate, house price index and real disposable personal income 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 increased slightly in the third quarter, from a projection of 2.20% for 2026 as of mid-June 2026 to 2.30% for 2026 as of mid-September with a projection of 2.40% for 2027. The unemployment rate forecast improved slightly in the third quarter with a projection of 4.30% for 2026 as of mid-June 2026 to 4.10% as of mid-September 2026 with projection of 4.10% for 2027. The forecast for the house price index increased in the third quarter with a projection of 1.01% for 2026 and 1.41% for 2027 compared to 0.67% and 0.70% for 2026 and 2027, respectively, in the second quarter. Similarly, the mortgage rate increased to 6.56% for 2026 and 6.59% for 2027 during the third quarter compared to 6.32% in 2026 and 2027 in the second quarter. The real disposable personal income forecast declined for 2026 from 0.87% in the second quarter to 0.43% in the third quarter but improved for 2027 from 2.40% in the second quarter to 2.48% in the third quarter. The outlook for the commercial real estate price index experienced minimal change in the third quarter as compared to the second quarter of 2026.

•

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

United's review of the allowance for loan and lease losses at September 30, 2026 produced increased reserves in two of the four loan categories as compared to December 31, 2025. The allowance related to the commercial, financial & agricultural loan pool, consisting of the owner and nonowner-occupied commercial real estate and other commercial loan segments, increased $2.36 million due to increased outstanding loan balances. The consumer loan segment reserve increased $991 thousand primarily due to increased historical loss rates as well as increased outstanding loan balances. The real estate construction and development loan segment reserve decreased $6.02 million due to decreased outstanding loan balances, improved historical loss rates as well as improvement in the reasonable and supportable adjustment. The residential real estate loan segment reserve decreased $696 thousand due to a reduction in the lifetime loss rate adjustment that accounts for historical data limitations as compared to the weighted average maturity for these segments.

An allowance is established for estimated lifetime losses for loans that are individually assessed. Nonperforming commercial loans and leases are regularly reviewed to identify expected credit losses. A loan is individually assessed for expected credit losses when the loan does not share similar characteristics with other loans in the portfolio. Measuring expected credit losses of a loan requires judgment and estimates, and the eventual outcomes may differ from those estimates. Expected credit losses are measured based upon the present value of expected future cash flows from the loan

discounted at the loan's effective rate or the fair value of collateral if the loan is collateral dependent. When the selected measure is less than the recorded investment in the loan, an expected credit loss has occurred. The allowance for loans and leases that were individually assessed was $13.20 million at September 30, 2026 and $8.04 million at December 31, 2025. In comparison to year-end, this element of the allowance increased $5.16 million due to collateral weaknesses identified in several relationships which necessitated individually assessed reserves and increases to reserves previously identified.

Management believes that the allowance for credit losses of $334.21 million at September 30, 2026 is appropriate to provide for expected losses on existing loans and lending-related commitments based on information currently available. United's loan administration policies are focused on the risk characteristics of the loan portfolio in terms of loan approval and credit quality. The commercial loan portfolio is monitored for possible concentrations of credit in one or more industries. Management has lending limits as a percentage of capital per type of credit concentration in an effort to ensure adequate diversification within the portfolio. Most of United's commercial loans are secured by real estate located in United's footprint. It is the opinion of management that these commercial loans do not pose any unusual risks and that adequate consideration has been given to these loans in establishing the allowance for credit losses.

The provision for credit losses related to held to maturity securities for the third quarter of 2026 and 2025 was immaterial. The allowance for credit losses related to held to maturity securities was $13 thousand and $16 thousand, respectively, as of September 30, 2026 and December 31, 2025. There was no provision for credit losses recorded on available for sale investment securities for the first nine months of 2026 and 2025 and no allowance for credit losses on available for sale investment securities as of September 30, 2026 and December 31, 2025.

Management is not aware of any potential problem loans or leases, trends or uncertainties, which it reasonably expects, will materially impact future operating results, liquidity, or capital resources which have not been disclosed. Additionally, management has disclosed all known material credits, which cause management to have serious doubts as to the ability of such borrowers to comply with the loan repayment schedules.

Other Income

Other income consists of all revenues, which are not included in interest and fee income related to earning assets. Noninterest income has been and will continue to be an important factor for improving United's profitability. Recognizing the importance, management continues to evaluate areas where noninterest income can be enhanced.

Noninterest income for the third quarter of 2026 was $30.85 million, a decrease of $12.36 million or 28.61% from the third quarter of 2025. Noninterest income for the first nine months of 2026 was $103.41 million which was relatively flat from the first nine months of 2025, decreasing $804 thousand or less than 1%.

Fees from brokerage services for the third quarter and first nine months of 2026 increased $342 thousand or 5.46% and $4.00 million or 23.86%, respectively, from the third quarter and first nine months of 2025 due to higher volume driven by growth in the business.

Net losses on investment securities were $348 thousand for the third quarter of 2026 as compared to net gains on investment securities of $10.44 million for the third quarter of 2025. The net losses on investment securities of $348 thousand for the third quarter of 2026 were due primarily to an unrealized fair value net loss on equity securities as compared to an unrealized fair value net gain on equity securities of $10.44 million for the third quarter of 2025. For the first nine months of 2026, net gains on investment securities were $4.70 million as compared to net gains on investment securities of $11.39 million for the first nine months of 2025. The net gains on investment securities for the first nine months of 2026 included a gain of $5.86 million as a result of the sale of an unaffiliated company in which United held an investment, a VISA share exchange net gain of $5.85 million, and a net gain of $2.30 million on the sale of equity securities partially offset by a loss of $9.73 million on the sale of AFS investment securities. The net gains on investment securities for the first nine months of 2025 were primarily due to an unrealized fair value net gain on equity securities.

For the first nine months of 2026, income from bankcard fees and merchant discount increased $860 thousand or 15.06% from the first nine months of 2025. The increase was due to higher merchant discount and interchange income.

Income from mortgage banking activities totaled $1.28 million and $6.76 million for the third quarter and first nine months of 2026, respectively, compared to $2.50 million and $7.58 million for the third quarter and first nine months of 2025, respectively. The decreases for 2026 as compared to 2025 were primarily due to a lower quarter-end valuation of mortgage derivatives and loans held for sale as well as due to lower mortgage production volume. For the three months ended September 30, 2026 and 2025, mortgage loan sales were $86.04 million and $104.06 million, respectively. For the nine months ended September 30, 2026 and 2025, mortgage loan sales were $277.29 million and $303.86 million, respectively. Mortgage loans originated for sale were $68.53 million and $263.73 million for the third quarter and first nine months of 2026, respectively, as compared to $91.23 million and $283.72 million for the third quarter and first nine months of 2025, respectively.

Income from bank-owned life insurance ("BOLI") for the first nine months of 2026 decreased $898 thousand or 8.59% from the first nine months of 2025. Death benefits of $2.23 million were recorded for the first nine months of 2026 partially offset by surrender charges of $1.80 million for a BOLI exchange. Death benefits of $1.28 million were received for the first nine months of 2025.

Other noninterest income for the third quarter of 2026 decreased $1.08 million or 45.08% from the third quarter of 2025 while other noninterest income for the first nine months of 2026 increased $1.59 million or 31.14% from the first nine months of 2025. Both of these differences in other noninterest income were primarily due to changes in market values of underlying investments associated with post-retirement benefit plans, which were largely offset by differences in post-retirement benefit costs recorded in noninterest expense as described in the "Other Expenses" section of this MD&A.

On a linked-quarter basis, noninterest income for the third quarter of 2026 decreased $7.66 million, or 19.90%, from the second quarter of 2026. Net losses on investment securities were $348 thousand for the third quarter of 2026 as compared to net gains on investment securities of $2.79 million for the second quarter of 2026. Other noninterest income of $1.31 million for the third quarter of 2026 was a decrease of $2.74 million from the second quarter of 2026. Income from mortgage banking activities of $1.28 million for the third quarter of 2026 was a decrease of $1.64 million from the second quarter of 2026. Net losses on investment securities for the third quarter of 2026 were driven by net unrealized fair value losses on equity securities. Net gains on investment securities for the second quarter of 2026 included the gain of $5.86 million as a result of the sale of an unaffiliated company in which United held an investment, a gain of $5.66 million from the VISA share exchange, and an unrealized fair value net gain of $1.00 million on equity securities partially offset by the loss of $9.73 million on the sale of available for sale investment securities. The decrease in other noninterest income was primarily due to lower market values of underlying investments associated with post-retirement benefit plans, which was largely offset by a decrease in post-retirement benefit costs recorded in noninterest expense as described in the "Other Expenses" section of this MD&A. The decrease in income from mortgage banking activities was primarily due to a lower quarter-end valuation of mortgage derivatives and loans held for sale as well as due to lower mortgage production volume.

Other Expenses

Just as management continues to evaluate areas where noninterest income can be enhanced, it strives to improve the efficiency of its operations to reduce costs. Other expenses include all items of expense other than interest expense, the provision for credit losses, and income taxes. Noninterest expense for the third quarter of 2026 was $156.71 million, which was an increase of $9.97 million or 6.80% from the third quarter of 2025. For the first nine months of 2026, noninterest expense was $464.24 million, which was an increase of $15.91 million or 3.55% from the first nine months of 2025. Noninterest expense for the first nine months of 2025 included $12.68 million of merger-related expenses from the Piedmont acquisition.

Employee compensation for the third quarter and first nine months of 2026 increased $5.30 million or 8.27% and $11.55 million or 6.15%, respectively, from third quarter and first nine months of 2025. The increase in employee compensation was primarily due to higher salaries, production-related commissions, employee incentives, and stock-based compensation costs. Included in employee compensation for the first nine months of 2025 were $1.46 million in merger-related expenses.

Employee benefits expense for the third quarter of 2026 decreased $2.02 million or 13.80% from the third quarter of 2025.

This decrease in employee benefits was primarily due to lower post-retirement benefit costs and lower health insurance expenses. Employee benefits expense for the first nine months of 2026 increased $3.53 million or 8.54%, from the first nine months of 2025. This increase in employee benefits was primarily due to higher post-retirement benefit and Federal Insurance Contributions Act ("FICA") costs partially offset by lower health insurance expenses.

Net occupancy for the first nine months of 2026 increased $1.32 million or 3.50% from the first nine months of 2025. This increase was due mainly to increased building rental expense, real property taxes and utilities costs.

Software and equipment expense for the third quarter and first nine months of 2026 increased $1.06 million or 12.38% and $2.10 million or 8.18%, respectively, from the third quarter and first nine months of 2025. These increases were due mainly to higher software, cybersecurity and compliance service costs.

Data processing expense for the third quarter and first nine months of 2026 decreased $993 thousand or 12.21% and $3.25 million or 13.25%, respectively, from the third quarter and first nine months of 2025. The decrease in data processing was primarily due to technology contract renegotiations.

Other expense for the third quarter of 2026 increased $6.05 million or 17.95% from the third quarter of 2025. Within other expense for the third quarter of 2026, the expense for the reserve for unfunded loan commitments was $2.85 million for the third quarter of 2026 as compared to a net benefit in the expense for the reserve for unfunded loan commitments of $3.18 million for the third quarter of 2025. Other expense for the first nine months of 2026 was relatively flat from the first nine months of 2025, decreasing $185 thousand or less than 1% from the first nine months of 2025. Within other expense, merger-related expenses decreased $7.01 million, consulting fees declined $4.75 million and the amortization of core deposit intangibles declined $1.51 million. Partially offsetting these decreases was an increase in the expense for the reserve for unfunded commitments of $7.26 million due to an increase in outstanding loan commitments. The expense for the reserve for unfunded loan commitments for the first nine months of 2025 included $4.06 million in merger-related expense. In addition, income tax credit amortization increased $2.61 million and several other general operating expenses increased due to the Piedmont acquisition.

On a linked-quarter basis, noninterest expense for the third quarter of 2026 increased $2.00 million, or 1.29%, from the second quarter of 2026. The increase in noninterest expense was driven by a $2.84 million increase in employee compensation and a $3.33 million increase in other expense partially offset by a $3.68 million decrease in employee benefits. The increase in employee compensation was primarily due to higher salaries, reflecting strategic hiring and a full quarter's impact of annual salary increases, as well as due to higher production-related commissions. The increase in the other expense was due mainly to an increase in the expense for the reserve for unfunded loan commitments which reflected a larger increase in outstanding loan commitments during the third quarter of 2026 as compared with the increase during the second quarter of 2026. The decrease in employee benefits was primarily due to lower post-retirement benefit costs and lower health insurance expenses.

Income Taxes

For the third quarter of 2026, income tax expense was $33.44 million which was relatively flat from the third quarter of 2025, decreasing $298 thousand or less than 1%. This slight decrease in income tax expense was primarily due to lower earnings partially offset by a higher effective tax rate. For the first nine months of 2026, income tax expense was $97.99 million, an increase of $10.26 million or 11.70% from the first nine months of 2025. This increase in income tax expense was primarily due to higher earnings partially offset by a lower effective tax rate. On a linked-quarter basis, income tax expense increased $672 thousand or 2.05% from the second quarter of 2026. This increase in income tax expense was primarily due to a higher effective tax rate partially offset by lower earnings. United's effective tax rate was 20.62% for the third quarter of 2026, 20.51% for the third quarter of 2025 and 19.96% for the second quarter of 2026. For the first nine months of 2026 and 2025, United's effective tax rate was 20.32% and 20.72%, respectively.

Liquidity and Capital Resources

In the opinion of management, United maintains liquidity that is sufficient to satisfy its depositors' requirements and the credit needs of its customers. Like all banks, United depends upon its ability to renew maturing deposits and other liabilities on a daily basis and to acquire new funds in a variety of markets. A significant source of funds available to United is "core deposits". Core deposits include certain demand deposits, statement and special savings and NOW accounts. These deposits are relatively stable, and they are the lowest cost source of funds available to United. Short-term borrowings have also been a source of funds. These include federal funds purchased and securities sold under agreements to repurchase as well as advances from the FHLB. Repurchase agreements represent funds which are obtained as the result of a competitive bidding process.

Liquid assets are cash and those items readily convertible to cash. All banks must maintain sufficient balances of cash and near-cash items to meet the day-to-day demands of customers and United's cash needs. Other than cash and due from banks, the available for sale securities portfolio and maturing loans are the primary sources of liquidity.

The goal of liquidity management is to ensure the ability to access funding which enables United to efficiently satisfy the cash flow requirements of depositors and borrowers and meet United's cash needs. Liquidity is managed by monitoring funds' availability from a number of primary sources. Substantial funding is available from cash and cash equivalents, unused short-term borrowing and a geographically dispersed network of branches providing access to a diversified and substantial retail deposit market.

Short-term needs can be met through a wide array of outside sources such as correspondent and downstream correspondent federal funds and utilization of FHLB advances.

Other sources of liquidity available to United to provide long-term as well as short-term funding alternatives, in addition to FHLB advances, are long-term certificates of deposit, lines of credit, borrowings that are secured by bank premises or stock of United's subsidiaries and issuances of trust preferred securities. In the normal course of business, United through its Asset Liability Committee evaluates these as well as other alternative funding strategies that may be utilized to meet short-term and long-term funding needs.

During the first nine months of 2026, United decreased its interest-bearing deposit balance at the FRB by $667.95 million to $1.57 billion. The change in the balance at the FRB was mostly the result of growth in loans of $761.46 million, net purchases of $569.38 million in investment securities and a net repayment of $13.76 million in securities sold under agreements to repurchase partially offset by a growth in total deposits of $649.81 million.

For the nine months ended September 30, 2026, cash of $433.75 million was provided by operating activities due mainly to net income of $384.28 million. Net cash of $1.34 billion was used in investing activities which was primarily due to the aforementioned loan growth of $761.46 million and net purchases of investment securities of $569.38 million. During the first nine months of 2026, net cash of $246.71 million was provided by financing activities primarily due to growth in deposits of $649.81 million partially offset by the net acquisition of $235.03 million in treasury stock, cash dividends paid of $159.26 million and the net repayment of securities sold under agreements to repurchase of $13.76 million. The net effect of the cash flow activities was a decrease in cash and cash equivalents of $659.86 million for the first nine months of 2026.

At September 30, 2026, United had an unused borrowing amount at the FHLB of approximately $9.08 billion subject to delivery of collateral after certain trigger points and $4.93 billion without the delivery of additional collateral. United has various unused lines of credit available from certain of its correspondent banks in the aggregate amount of $280 million and a $20 million unsecured, revolving line of credit with an unrelated financial institution to provide for general liquidity needs, all of which was available at September 30, 2026. At September 30, 2026, United's borrowing capacity for the FRB Discount Window was $4.50 billion. United did not have any borrowings from the FRB's Discount Window during the first nine months of 2026.

United anticipates it can meet its obligations over the next 12 months and has no material commitments for capital expenditures. United also has lines of credit available. See Notes 8 and 9 to the accompanying unaudited Notes to Consolidated Financial Statements for more details regarding the amounts available to United under lines of credit.

The Asset Liability Committee monitors liquidity to ascertain that a liquidity position within certain prescribed parameters is maintained. No changes are anticipated in the policies of United's Asset Liability Committee.

United's capital position is financially sound. United seeks to maintain a proper relationship between capital and total assets to support growth and sustain earnings. United has historically generated attractive returns on shareholders' equity. United is well-capitalized based upon regulatory guidelines. United's risk-based capital ratio is 15.15% at September 30, 2026 while its Common Equity Tier 1 capital, Tier 1 capital and leverage ratios are 12.94%, 12.94% and 11.13%, respectively. The regulatory requirements for a well-capitalized financial institution are a risk-based capital ratio of 10.0%, a Common Equity Tier 1 capital ratio of 6.5%, a Tier 1 capital ratio of 8.0% and a leverage ratio of 5.0%.

Total shareholders' equity was $5.41 billion at September 30, 2026, which was a decrease of $82.07 million or 1.49% from December 31, 2025. This decrease was primarily due to increases of $238.06 million in treasury stock and $84.11 million in accumulated other comprehensive loss partially offset by an increase of $226.50 million in retained earnings as a result of net earnings (net income less dividends declared) during the first nine months of 2026. During the first nine months of 2026, United repurchased 5,350,532 shares of its common stock at an average price of $43.77 per share.

United's shareholders' equity to assets ratio was 15.82% at September 30, 2026 as compared to 16.33% at December 31, 2025. The primary capital ratio, capital and reserves to total assets and reserves, was 16.63% and 17.15% at September 30, 2026 and December 31, 2025, respectively. United's average equity to average asset ratio was 16.23% for the third quarter of 2026 as compared to 16.37% for the third quarter of 2025. United's average equity to average asset ratio was 16.35% and 16.40% for the first nine months of 2026 and 2025, respectively. All of these financial measurements reflect a financially sound position.

During the third quarter of 2026, United's Board of Directors declared a cash dividend of $0.38 per share. Cash dividends were $1.14 per common share for the first nine months of 2026. Total cash dividends declared were $52.00 million for the third quarter of 2026 and $157.78 million for the first nine months of 2026 as compared to $52.46 million for the third quarter of 2025 and $158.54 million for the first nine months of 2025, respectively.

United Bankshares Inc. published this content on November 06, 2026, and is solely responsible for the information contained herein. Distributed via EDGAR on November 06, 2026 at 15:33 UTC. If you believe the information included in the content is inaccurate or outdated and requires editing or removal, please contact us at [email protected]