Atlantic Union Bankshares Corp

Other Information

Given the timing of the following event, the following information is included in this Quarterly Report pursuant to Item 5.02 of Form 8-K, “Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensation Arrangements of Certain Officers” in lieu of filing a Form 8-K.

As discussed in our proxy statement for our 2024 annual meeting of shareholders, as part of our executive compensation program, we provide annual cash incentive awards under our Management Incentive Plan (the “MIP”). On April 26, 2024, the Compensation Committee of our Board of Directors reviewed and approved an amendment to Appendix A of the MIP that adds a relative return on tangible common equity (“ROTCE”) performance modifier to the MIP that will be set by the Compensation Committee each year. The relative ROTCE performance modifier will measure performance relative to the proxy peer group we use to annually assess the competitiveness of our compensation arrangements. For 2024, the relative ROTCE performance modifier will be applied against the calculated absolute performance of the four corporate performance measures under the MIP as follows:

Actual performance between threshold, target and superior performance levels will be calculated using straight line interpolation, and cash payments under the MIP will continue to be capped at 200% of each executive’s target incentive award.

The preceding description of the MIP does not purport to be complete and is qualified in its entirety by the MIP, which is attached hereto as Exhibit 10.12 and incorporated herein by reference.

Trading Arrangements

During the three months ended March 31, 2024, none of our directors or officers (as defined in Rule 16a-1(f) of the Exchange Act) informed us of theadoption ortermination of any Rule 10b5-1 trading arrangement ornon-Rule 10b5-1 trading arrangement (as such terms are defined in Item 408 of Regulation S-K of the Securities Act of 1933).

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