UNITED BANKSHARES INC/WV

Overview

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

Net income for the third quarter and first nine months of 2025 was $130.75 million and $335.78 million, respectively, as compared to earnings of $95.27 million and $278.59 million for the third quarter and first nine months of 2024. Diluted earnings per share were $0.92 for the third quarter of 2025 and $0.70 for the third quarter of 2024. Diluted earnings per share were $2.36 for the first nine months of 2025 as compared to $2.06 for the first nine months of 2024. On a linked-quarter basis, net income for the second quarter of 2025 was $120.72 million or $0.85 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, the third quarter and first nine months of 2025 were impacted for three and nearly nine months of increased levels of average balances, income, and expense as compared to the third quarter and first nine months of 2024. In addition, 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 purchasednon-PCD loans recorded in the first quarter of 2025, as compared to $1.61 million for the first nine months of 2024.

For the third quarter of 2025, United’s annualized return on average assets was 1.57% and return on average shareholders’ equity was 9.58% as compared to 1.28% and 7.72% for the third quarter of 2024. United’s annualized return on average assets was 1.49% and return on average shareholders’ equity was 9.05% for the second quarter of 2025. United’s annualized return on average assets for the first nine months of 2025 was 1.38% and return on average shareholders’ equity was 8.39% as compared to 1.26% and 7.65% for the first nine months of 2024. For the third quarter and first nine months of 2025, United’s annualized return on average tangible equity, anon-GAAP measure, was 15.45% and 13.63%, respectively, as compared to 12.59% and 12.57% for the third quarter and first nine months of 2024, respectively. United’s annualized return on average tangible equity was 14.67% for the second quarter of 2025.

Net interest income for the third quarter of 2025 increased $49.86 million, or 21.65% from the third quarter of 2024. The increase of $49.86 million in net interest income occurred because total interest income increased $48.23 million while total interest expense decreased $1.63 million from the third quarter of 2024. Net interest income for the first nine months of 2025 increased $136.25 million or 20.08% from the first nine months of 2024. The increase of $136.25 million in net interest income occurred because total interest income increased $129.71 million while total interest expense decreased $6.53 million from the first nine months of 2024. Net interest income for the third quarter of 2025 increased $5.58 million, or 2.03%, from the second quarter of 2025. The increase of $5.58 million in net interest income occurred because total interest income increased $9.76 million while total interest expense increased $4.18 million from the second quarter of 2025.

The provision for credit losses was $12.10 million and $47.09 million for the third quarter and first nine months of 2025, respectively, while the provision for credit losses was $6.94 million and $18.46 million for the third quarter and first nine months of 2024. The provision for credit losses was $5.89 million for the second quarter of 2025. The increase in the provision for credit losses for the first nine months of 2025 was mainly due to the previously mentioned $18.73 million of provision recorded on purchasednon-PCD loans from Piedmont.

For the third quarter of 2025, noninterest income increased $11.26 million or 35.26% from the third quarter of 2024. The increase in noninterest income was driven by net gains on investment securities for the third quarter of 2025 as compared to net losses on investment securities for the third quarter of 2024, an increase in fees from brokerage services, and smaller increases in several other categories of noninterest income. Noninterest income for the first nine months of 2025 increased $9.84 million or 10.43% from the first nine months of 2024. The increase in noninterest income was driven by net gains on investment securities for the first nine months of 2025 as compared to net losses on investment securities for the first nine months of 2024 and increases in income from bank-owned life insurance (“BOLI”), fees from brokerage services, and fees from deposit services. Noninterest income for the third quarter of 2025 increased $11.74 million, or 37.33%, from the second quarter of 2025.

Noninterest expense for the third quarter of 2025 increased $11.40 million or 8.42% from the third quarter of 2024 due mainly to the additional employees and branches from the Piedmont acquisition. For the first nine months of 2025, noninterest expense increased $37.48 million or 9.12% from the first nine months of 2024 due mainly to the additional employees and branches from the Piedmont acquisition as well as $11.07 million of specific merger-related expenses from the acquisition in the first nine months of 2025. Noninterest expense for the third quarter of 2025 was flat, decreasing $1.28 million, or less than 1% from the second quarter of 2025.

Income taxes for the third quarter of 2025 were $33.74 million as compared to $24.65 million for the third quarter of 2024. The increase of $9.09 million in income tax expense for the third quarter of 2025 compared to the third quarter of 2024 was primarily due to higher earnings partially offset by a slightly lower effective tax rate. For the first nine months of 2025 and 2024 income tax expense was $87.73 million and $64.93 million, respectively. The increase of $22.80 million in income tax expense for the first nine months of 2025 was due mainly to an increase in earnings and a higher effective tax rate. Income tax expense increased $2.37 million from the second quarter of 2025 due mainly to increased earnings partially offset by a slightly lower effective tax rate. For the quarters ended September 30, 2025 and 2024, United’s effective tax rate was 20.51% and 20.56%, respectively. The effective tax rate for the first nine months of 2025 and 2024 was 20.72% and 18.90%, respectively. For the quarter ended June 30, 2025, United’s effective tax rate was 20.62%.

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 2025 and 2024, are presented below.

Net interest income for the third quarter of 2025 was $280.12 million, which was an increase of $49.86 million or 21.65% from the third quarter of 2024. The $49.86 million increase in net interest income occurred because total interest income increased $48.23 million while total interest expense decreased $1.63 million from the third quarter of 2024. Net interest income for the first nine months of 2025 was $814.71 million, which was an increase of $136.25 million or 20.08% from the first nine months of 2024. The $136.25 million increase in net interest income occurred because total interest income increased $129.71 million while total interest expense decreased $6.53 million from the first nine months of 2024. On a linked-quarter basis, net interest income for the third quarter of 2025 increased $5.58 million or 2.03% from the second quarter of 2025. The $5.58 million increase in net interest income occurred because total interest income increased $9.76 million while total interest expense increased $4.18 million from the second quarter of 2025.

For the purpose of this remaining discussion, net interest income is presented on atax-equivalent basis to provide a comparison among all types of interest earning assets. Thetax-equivalent basis adjusts for thetax-favored status of income from certain loans and investments. Although this is anon-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 andtax-exempt sources. United uses this measure to monitor net interest income performance and to manage its balance sheet composition.

Tax-equivalent net interest income increased $49.81 million, or 21.56%, from the third quarter of 2024. The increase intax-equivalent net interest income was primarily due to an increase in average earning assets, a lower average rate paid on deposits, and an increase in acquired loan accretion income. These increases totax-equivalent net interest income were partially offset by an increase in average interest-bearing deposits. Average earning assets increased $3.29 billion, or 12.58%, from the third quarter of 2024, driven by increases in average net loans of $2.69 billion and average short-term investments of $750.23 million, partially offset by a decrease in average investment securities of $154.76 million. The increase in average net loans from the third quarter of 2024 was driven by the Piedmont acquisition and organic loan growth. The cost of average interest-bearing deposits decreased 44 basis points from the third quarter of 2024. Acquired loan accretion income was $7.49 million for the third quarter of 2025 as compared to $2.37 million for the third quarter of 2024. Average interest-bearing deposits increased $2.62 billion, or 15.06%, from the third quarter of 2024. The net interest margin of 3.80% for the third quarter of 2025 was an increase of 28 basis points from the net interest margin of 3.52% for the third quarter of 2024.

Tax-equivalent net interest income for the first nine months of 2025 increased $136.03 million, or 19.97%, from the first nine months of 2024. The increase intax-equivalent net interest income was primarily due to an increase in average earning assets, a lower average rate paid on deposits, an increase in acquired loan accretion income, and a decrease in average long-term borrowings. These increases totax-equivalent net interest income were partially offset by an increase in average interest-bearing deposits. Average earning assets increased $2.90 billion, or 11.14%, from the first nine months of 2024, driven by increases in average net loans of $2.32 billion and average short-term investments of $1.03 billion, partially offset by a decrease in average investment securities of $448.80 million. The cost of average interest-bearing deposits decreased 34 basis points from the first nine months of 2024. Acquired loan accretion income was $25.24 million for the first nine months of 2025 as compared to $7.29 million for the first nine months of 2024. Average long-term borrowings decreased $628.41 million, or 53.34%, from the first nine months of 2024. Average interest-bearing deposits increased $2.73 billion, or 16.12%, from the first nine months of 2024. The net interest margin of 3.77% for the first nine months of 2025 was an increase of 28 basis points from the net interest margin of 3.49% for the first nine months of 2024.

On a linked-quarter basis, tax-equivalent net interest income for the third quarter of 2025 also increased $5.57 million, or 2.02%, from the second quarter of 2025. The increase in net interest income andtax-equivalent net interest income was driven by an increase in average earning assets partially offset by an increase in average interest-bearing deposits and a decrease in acquired loan accretion income. Average earning assets increased $470.28 million, or 1.62%, from the second quarter of 2025 driven by increases in average net loans of $310.77 million and average short-term investments of $111.08 million. Average interest-bearing deposits increased $415.45 million, or 2.12%, from the second quarter of 2025. Acquired loan accretion income for the third quarter of 2025 decreased $4.27 million from the second quarter of 2025. The net interest margin was 3.80% and 3.81% for the third quarter of 2025 and the second quarter of 2025, respectively.

United’stax-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 totax-equivalent net interest income for the three months ended September 30, 2025, September 30, 2024 and June 30, 2025 and the nine months ended September 30, 2025 and September 30, 2024:

The following tables reconcile the difference between net interest income andtax-equivalent net interest income for the three months ended September 30, 2025, September 30, 2024 and June 30, 2025 and the nine months ended September 30, 2025 and September 30, 2024.

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, 2025 and 2024, 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 atax-equivalent basis using the statutory federal income tax rate of 21% for the three-month period ended September 30, 2025 and 2024. Interest income on all loans and investment securities was subject to state income taxes.

The following table shows the unaudited consolidated daily average balance of major categories of assets and liabilities for the three-month periods ended September 30, 2025 and June 30, 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 atax-equivalent basis using the statutory federal income tax rate of 21% for the three-month period ended September 30, 2025 and June 30, 2025. Interest income on all loans and investment securities was subject to state income taxes.

The following table shows the unaudited consolidated daily average balance of major categories of assets and liabilities for the nine-month periods ended September 30, 2025 and 2024, 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 atax-equivalent basis using the statutory federal income tax rate of 21% for the nine-month period ended September 30, 2025 and 2024. Interest income on all loans and investment securities was subject to state income taxes.

Provision for Credit Losses

The provision for credit losses was $12.10 million and $47.09 million for the third quarter and first nine months of 2025, respectively, as compared to a provision for credit losses of $6.94 million and $18.46 million for the third quarter and first nine months of 2024, respectively. The provision for credit losses for the first nine months of 2025 included provision expense of $18.73 million recorded for purchasednon-PCD loans from Piedmont. On a linked-quarter basis, the provision for credit losses for the second quarter of 2025 was $5.89 million. United’s provision for credit losses relates to its portfolio of loans and leases, available-for-sale securities andheld-to-maturity securities are discussed in more detail in the following paragraphs.

For the quarter ended September 30, 2025, the provision for loan and lease losses was $12.10 million as compared to a provision for loan and lease losses of $6.94 million for the quarter ended September 30, 2024. The higher amount of provision expense for the third quarter of 2025 compared to the third quarter of 2024 was mainly due to increased provision for the commercial real estate nonowner-occupied (“CRE NOO”) loan segment. The provision for loan and lease losses for the first nine months of 2025 was $47.09 million as compared to a provision for loan and lease losses of $18.46 million for the first nine months of 2024. The higher amount of provision expense for the first nine months of 2025 compared to the first nine months of 2024 was mainly due to the previously mentioned provision expense of $18.73 million recorded for purchasednon-PCD loans from Piedmont as well as increased provision for the CRE NOO loan segment. Net charge-offs for the third quarter of 2025 were $20.01 million as compared to net charge-offs of $3.60 million for the third quarter of 2024. During the third quarter of 2025, United recorded $16.50 million of charge-offs reflecting updated collateral valuations on two CRE NOO loans associated with the same sponsor downgraded to nonaccrual status. The loans, originated in 2018 and 2019, are collateralized by office buildings in Northern Virginia and include a full guarantee from the sponsor. During the third quarter of 2025, the sponsor experienced a significant deterioration in financial condition and concerns arose regarding the sponsor’s ability to support the credits on a long-term basis. Net charge-offs for the first nine months of 2025 were $36.40 million as compared to net charge-offs of $6.93 million for the first nine months of 2024. In addition to the two aforementioned CRE NOO loans, the higher amount of net charge-offs for the first nine months of 2025 as compared to the same time period in 2024 was primarily due to additional charge-offs within the CRE NOO, other commercial, and consumer loan segments. On a linked-quarter basis, the provision for loan and lease losses of $12.10 million for the third quarter of 2025 was an increase of $6.21 million from the provision for loan and lease losses of $5.89 million for the second quarter of 2025. The higher amount of provision expense for the third quarter of 2025 compared to the second quarter of 2025 was mainly due to increased provision for the CRE NOO loan segment and decreased provision requirements for the construction and land development loan segment. Net charge-offs were $8.35 million for the second quarter of 2025.

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 2025 were 0.33% and 0.20%, respectively, as compared to annualized net charge-offs of 0.07% and 0.04% for the third quarter and first nine months of 2024, respectively. Annualized net charge-offs as a percentage of average loans and leases, net of unearned income for the second quarter of 2025 were 0.14%.

The following table shows a summary of United’s nonperforming assets including nonperforming loans and other real estate owned (“OREO”) at September 30, 2025 and December 31, 2024:

At September 30, 2025, the nonaccrual balance on the two CRE NOO loans discussed above was $60.46 million.

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, 2025, the allowance for credit losses was $332.69 million as compared to $306.76 million at December 31, 2024.

At September 30, 2025, the allowance for loan and lease losses was $300.05 million as compared to $271.84 million at December 31, 2024. The increase in the allowance for loan and lease losses was primarily driven by the allowance for loan and lease losses recorded as a result of the Piedmont acquisition. The allowance for loan and lease losses at September 30, 2025 saw the largest increases in the reserves for the CRE NOO and residential real estate segments from year-end 2024 due to increased outstanding loan balances from the Piedmont acquisition and increased adjustments resulting from the reasonable and supportable forecast. As a percentage of loans and leases, net of unearned income, the allowance for loan losses was 1.22% at September 30, 2025 and 1.25% at December 31, 2024. The ratio of the allowance for loan and lease losses to nonperforming loans and leases or coverage ratio was 256.75% and 370.36% at September 30, 2025 and December 31, 2024, respectively. The decrease in this ratio was due mainly to a larger increase in nonperforming loans as compared to the allowance for loan losses.

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 2025 qualitative adjustments include analyses of the following:

United’s review of the allowance for loan and lease losses at September 30, 2025 produced increased reserves in three of the four loan categories as compared to December 31, 2024. The allowance related to the commercial, financial & agricultural loan pool, consisting of the owner andnon-owner occupied commercial real estate and other commercial loan segments, increased $22.28 million due to the first quarter acquisition of Piedmont and increased outstanding balances as well as increased allocations for the reasonable and supportable forecast adjustment. The residential real estate loan segment reserve increased $6.93 million due to increased outstanding balances with the acquisition of Piedmont and the annual evaluation of delay periods utilized in the historical loss rate calculation. The consumer loan segment reserve increased $2.43 million primarily due to an increase in the quarterly maximum loss experience utilized within the reasonable and supportable forecast adjustment. The real estate construction and development loan segment reserve decreased $3.44 million due to reduced concern over collateral values and improved strength of the portfolio.

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 $11.04 million at September 30, 2025 and $11.21 million at December 31, 2024. In comparison toyear-end, this element of the allowance decreased $168 thousand due to loans individually evaluated from the acquisition of Piedmont requiring allocations as well as a large United-originated office relationship with elevated collection concerns due to the impact of government efficiency efforts which resulted in the termination of leases. These increases were offset by the resolution of an office relationship that necessitated acharge-off as well as collateral liquidation on a relationship and improved collateral position on another that negated the need for continued additional reserves.

Management believes that the allowance for credit losses of $332.69 million at September 30, 2025 is adequate 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 2025 and 2024 was immaterial. The allowance for credit losses related to held to maturity securities was $17 thousand and $18 thousand, respectively, as of September 30, 2025 and December 31, 2024. There was no provision for credit losses recorded on available for sale investment securities for the first nine months of 2025 and 2024 and no allowance for credit losses on available for sale investment securities as of September 30, 2025 and December 31, 2024.

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 2025 was $43.20 million, an increase of $11.26 million or 35.26% from the third quarter of 2024. Noninterest income for the first nine months of 2025 was $104.22 million, an increase of $9.84 million or 10.43% from the first nine months of 2024.

Net gains on investment securities were $10.44 million for the third quarter of 2025 as compared to net losses on investment securities of $6.72 million for the third quarter of 2024. For the first nine months of 2025, net gains on investment securities were $11.39 million as compared to net losses on investment securities of $7.03 million for the first nine months of 2024. The net gains in the third quarter and first nine months of 2025 were primarily due to a net increase in the fair value of equity securities reflecting common stock net appreciation at September 30, 2025, from the prior quarter-end. The net losses in the third quarter and first nine months of 2024 were due to sales of AFS investment securities and a decline in the fair value of equity securities partially offset by the exchange of VISA shares.

Fees from brokerage services for the third quarter and first nine months of 2025 increased $1.19 million or 23.48% and $1.47 million or 9.62%, respectively, from the third quarter and first nine months of 2024. The increases in fees from brokerage services for 2025 were primarily due to higher volume.

Fees from deposit services for the first nine months of 2025 increased $1.41 million or 5.07% from the first nine months of 2024. In particular, debit card, overdraft, and account analysis fees increased for the first nine months of 2025 as compared to the first nine months of 2024.

Income from mortgage banking activities totaled $2.50 million and $7.58 million for the third quarter and first nine months of 2025, respectively, compared to $4.54 million and $13.74 million for the third quarter and first nine months of 2024, respectively. The decreases for 2025 as compared to 2024 were mainly due to lower mortgage loan origination and sale volume. For the three months ended September 30, 2025 and 2024, mortgage loan sales were $104.06 million and $171.32 million, respectively. For the nine months ended September 30, 2025 and 2024, mortgage loan sales were $303.86 million and $523.33 million, respectively. Mortgage loans originated for sale were $91.23 million and $283.72 million for the third quarter and first nine months of 2025, respectively, as compared to $151.33 million and $513.56 million for the third quarter and first nine of 2024, respectively.

Mortgage loan servicing income for the first nine months of 2025 decreased $8.96 million from the first nine months of 2024. This 100% decrease in 2025 from the same time period in 2024 was due to the sale of United’s remaining mortgage servicing portfolio in the second half of 2024.

Income from bank-owned life insurance for the first nine months of 2025 increased $2.45 million or 30.62% from the first nine months of 2024. These increases were primarily due to death proceeds of $1.28 million in the first nine months of 2025 as well as income from the bank-owned life insurance policies added from the Piedmont acquisition and an increase in the cash surrender values primarily due to the impact of higher market values of underlying investments.

On a linked-quarter basis, noninterest income for the third quarter of 2025 was $43.20 million, an increase of $11.74 million, or 37.33%, from the second quarter of 2025, driven by increases in net gains on investment securities of $10.02 million and fees from brokerage services of $1.40 million. As previously mentioned, net gains on investment securities of $10.44 million for the third quarter of 2025 were primarily due to unrealized fair value gains on equity securities reflecting common stock appreciation at September 30, 2025, from the prior quarter-end. The increase in fees from brokerage services was primarily due to higher 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 2025 was $146.74 million, which was an increase of $11.40 million or 8.42% from the third quarter of 2024. For the first nine months of 2025, noninterest expense was $448.33 million, which was an increase of $37.48 million or 9.12% from the first nine months of 2024. Generally, these increases in the 2025 time periods related primarily to the expenses associated with the additional employees and branch offices from the Piedmont acquisition. In addition, merger-related expenses within thenon-interest expense category from the Piedmont acquisition increased $11.07 million for the first nine months of 2025 from the first nine months of 2024.

Employee compensation for the third quarter and first nine months of 2025 increased $5.61 million or 9.59% and $11.61 million or 6.59%, respectively, from the third quarter and first nine months of 2024. The increases in employee compensation were due primarily to the additional employees from the Piedmont acquisition as well as higher employee incentives. In addition, $1.46 million in merger-related expenses were recognized in the first nine months of 2025.

Employee benefits expense for the third quarter and first nine months of 2025 increased $1.56 million or 11.90% and $1.46 million or 3.67%, respectively, from the third quarter and first nine months of 2024. This increase was primarily due to increased health insurance costs due to a higher amount of claims and the additional employees from the Piedmont acquisition partially offset by a decline in expenses for postretirement benefits.

Net occupancy for the third quarter and first nine months of 2025 increased $1.22 million or 10.80% and $2.60 million or 7.43%, respectively, from the third quarter and first nine months of 2024. These increases were due mainly to increased building rental, maintenance, and depreciation costs primarily as a result of the Piedmont acquisition.

Equipment expense for the first nine months of 2025 increased $3.46 million or 15.58% from the first nine months of 2024. This increase was due to higher equipment maintenance expense.

Data processing expense for the first nine months of 2025 increased $2.33 million or 10.50% from the first nine months of 2024 due to increased processing from the Piedmont acquisition.

Mortgage servicing and impairment expense for first nine months of 2025 decreased $2.43 million from the first nine months of 2024 due to the sale of the remaining loans serviced by United in 2024.

FDIC expense for the first nine months of 2025 decreased $2.25 million or 14.17% from the first nine months of 2024. FDIC insurance expense for the first nine months of 2024 included $2.1 million in expense for the FDIC’s special assessment resulting from the FDIC’s revised loss estimates to the Deposit Insurance Fund.

Other expense for the third quarter of 2025 increased $1.96 million or 6.17% from the third quarter of 2024 due primarily to increases of $1.43 million for the amortization of core deposit intangibles due mainly to the Piedmont acquisition, $1.42 million for the amortization of investment tax credits and $930 thousand for consulting and legal fees partially offset by a decline of $2.62 million in operational losses due primarily due to fewer fraud losses. Other expense for the first nine months of 2025 increased $20.78 million or 21.96% from the first nine months of 2024. Within other expense, merger-related expenses increased $5.41 million and the expense for the reserve for unfunded commitments increased $4.46 million, which includes $4.06 million for the expense related to the reserve for the acquired unfunded loan commitments from Piedmont. In addition, consulting and legal fees increased $5.67 million, advertising expense increased $1.31 million, business franchise taxes increased $1.31 million and automated teller machine (“ATM”) fees increased $1.23 million. The amortization of core deposit intangibles increased $4.29 million due mainly to the Piedmont acquisition.

On a linked-quarter basis, noninterest expense for the third quarter of 2025 of $146.74 million was flat from the second quarter of 2025, slightly decreasing $1.28 million, or less than 1%. The decrease in noninterest expense was driven by a $3.53 million decrease in other noninterest expense. Within other noninterest expense, the expense on the reserve for unfunded commitments declined $2.43 million primarily due to a decrease in the modeled loss rate within certain loan portfolios partially offset by an increase in the outstanding balance of loan commitments from the prior quarter-end. In addition, consulting and legal fees declined $1.31 million and merger expenses decreased $910 thousand. Partially offsetting these decreases in noninterest expense were a $1.16 million increase in employee compensation and a $1.21 million increase in employee benefits. Additionally, within other noninterest expense, investment tax credit amortization increased $1.36 million for the third quarter of 2025 as compared to the second quarter of 2025. The increase in employee compensation was primarily due to higher employee headcount and brokerage commissions. The increase in employee benefits was primarily due to higher postretirement benefit costs.

Income Taxes

For the third quarter of 2025, income tax expense was $33.74 million as compared to $24.65 million in the third quarter of 2024. The increase of $9.09 million in income tax expense for the third quarter of 2025 as compared to the third quarter of 2024 was primarily due to higher earnings partially offset by a slightly lower effective tax rate. For the first nine months of 2025, income tax expense was $87.73 million as compared to $64.93 million in the first nine months of 2024. The increase of $22.80 million in income tax expense for the first nine months of 2025 was due mainly to an increase in earnings and a higher effective tax rate. On a linked-quarter basis, income tax expense increased $2.37 million from the second quarter of 2025 due mainly to increased earnings partially offset by a slightly lower effective tax rate. For the quarters ended September 30, 2025 and 2024, United’s effective tax rate was 20.51% and 20.56%, respectively. The effective tax rate for the first nine months of 2025 and 2024 was 20.72% and 18.90%, respectively. For the quarter ended June 30, 2025, United’s effective tax rate was 20.62%.

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 significant 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 theday-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 Federal Home Loan Bank 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 2025, United increased its interest-bearing deposit balance at the FRB by $178.69 million to $2.15 billion. The change in the balance at the FRB was mostly the result of a $2.92 billion increase in total deposits and $132.96 million of net sales, maturities, and paydowns in the available for sale debt securities portfolio partially offset by loan growth of $848.33 million and declines of $7.08 million and $10.20 million, respectively, in securities sold under agreements to repurchase and FHLB advances.

For the nine months ended September 30, 2025, cash of $359.99 million was provided by operating activities due mainly to net income of $335.78 million. Net cash of $676.59 million was used in investing activities which was primarily due to $848.33 million of portfolio loan growth and net proceeds of $100.68 million from the sales, maturities, redemptions and calls of investment securities over purchases partially offset by net cash received of $77.47 million in the Piedmont acquisition. During the first nine months of 2025, net cash of $543.08 million was provided by financing activities due primarily to growth in deposits of $816.29 million partially offset by cash dividends paid of $156.52 million and cash used of $79.41 million to repurchase shares of United common stock and $20.58 million to redeem subordinated notes assumed in the Piedmont acquisition. The net effect of the cash flow activities was an increase in cash and cash equivalents of $226.48 million for the first nine months of 2025.

At September 30, 2025, United had an unused borrowing amount at the FHLB of approximately $8.97 billion subject to delivery of collateral after certain trigger points and $4.77 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, all of which was available at September 30, 2025. At September 30, 2025, United’s borrowing capacity for the FRB Discount Window was $4.64 billion. United did not have any borrowings from the FRB’s Discount Window during the first nine months of 2025.

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 9 and 10 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 15.67% at September 30, 2025 while its Common Equity Tier 1 capital, Tier 1 capital and leverage ratios are 13.40%, 13.40% and 11.34%, 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 $5.45 billion at September 30, 2025, which was an increase of $452.49 million or 9.06% from December 31, 2024. This increase is primarily due to increases of $20.34 million and $268.77 million to common stock and surplus, respectively, related to the Piedmont acquisition and $177.23 million in retained earnings (net income less dividends declared). During the first nine months of 2025, United repurchased 2,284,282 shares of its common stock at an average price of $34.53 per share.

United’s equity to assets ratio was 16.30% at September 30, 2025 as compared to 16.63% at December 31, 2024. The primary capital ratio, capital and reserves to total assets and reserves, was 17.13% at September 30, 2025 as compared to 17.47% at December 31, 2024. United’s average equity to average asset ratio was 16.37% for the third quarter of 2025 as compared to 16.64% the third quarter of 2024. United’s average equity to average asset ratio was 16.40% for the first nine months of 2025 as compared to 16.52% for the first nine months of 2024. All of these financial measurements reflect a financially sound position.

During the third quarter of 2025, United’s Board of Directors declared a cash dividend of $0.37 per share. Cash dividends were $1.11 per common share for the first nine months of 2025. Total cash dividends declared were $52.46 million for the third quarter of 2025 and $158.54 million for the first nine months of 2025 as compared to $50.21 million for the third quarter of 2024 and $150.63 million for the first nine months of 2024, respectively.