8-K

UNITED BANKSHARES INC/WV (UBSI)

8-K 2020-09-18 For: 2020-09-17
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Added on April 04, 2026

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): September 17, 2020

United Bankshares, Inc.

(Exact name of registrant as specified in its charter)

West Virginia No. 002-86947 55-0641179
(State or other jurisdiction of<br> <br>incorporation or organization) (Commission<br> <br>File Number) (I.R.S. Employer<br> <br>Identification No.)

300 United Center

500 Virginia Street, East

Charleston, West Virginia 25301

(Address of Principal Executive Offices)

(304) 424-8800

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
--- ---
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading<br> <br>Symbol(s) Name of each exchange<br> <br>on which registered
Common Stock, par value $2.50 per share UBSI NASDAQ Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company  ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

Item 5.02.    Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(d)    On September 17, 2020, United Bankshares, Inc. (“United”), at a special meeting of its Board of Directors (the “Board”), increased the size of the Board to twelve (12) members and appointed Dr. Patrice A. Harris to serve on the Board as an “independent” director to fill the vacancy created by that action. The appointment is effective October 1, 2020.

Dr. Harris is not party to any transaction, or series of transactions, required to be disclosed pursuant to Item 404(a) of Regulation S-K. There was no arrangement or understanding between Dr. Harris and any other person pursuant to which she was selected as a director.

Dr. Harris will receive compensation for her service on the Board in accordance with United’s standard compensatory arrangements for non-employee directors. A description of the compensatory arrangements for non-employee directors is included in United’s proxy statement on Schedule 14A for its 2020 annual meeting of shareholders, filed with the Securities and Exchange Commission on March 30, 2020.

Dr. Harris has not yet been appointed to any committees of United’s Board.

Item 9.01.    Financial Statements and Exhibits

(c) The following exhibits are being filed herewith:

99.1 Press Release, dated September 18, 2020, issued by United Bankshares, Inc.
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

UNITED BANKSHARES, INC.
Date: September 18, 2020 By: /s/ W. Mark Tatterson
W. Mark Tatterson, Executive Vice
President and Chief Financial Officer

EX-99.1

Exhibit 99.1

News Release

LOGO

For Immediate Release Contact: W. Mark Tatterson
September 18, 2020 Chief Financial Officer
800.445.1347 ext.8716

United Bankshares, Inc. Appoints Dr. Patrice A. Harris

to its Board of Directors

WASHINGTON,D.C. & CHARLESTON, W.Va. – United Bankshares, Inc. (“United”) (NASDAQ: UBSI), a $26.2 billion regional financial services company, has appointed Patrice A. Harris, MD, MA, FAPA, to its board of directors, effective October 1, 2020. Dr. Harris, a native of West Virginia and resident of Georgia, is a practicing psychiatrist trained in child/adolescent and forensic psychiatry and the immediate past president of the American Medical Association (AMA), the largest association of physicians and medical students in the U.S.

Becoming the 174th AMA President in June 2019, Dr. Harris was the first African American woman to hold that position within the organization. She has served on the AMA Board of Trustees since 2011 and is the chair of the AMA Opioid Task Force. Apart from the AMA, she has also held leadership positions with the American Psychiatric Association (APA), the Medical Association of Georgia, The Big Cities Health Coalition, and the Georgia Psychiatric Physicians Association. She was also the founding president of the Georgia Psychiatry Political Action Committee.

“Paving her way to success in the medical field, Dr. Harris is a passionate leader, internationally-recognized expert and an advocate for improving the lives of children and serving others on both local and national levels. She truly embodies United’s core values of integrity, hard work, teamwork and caring,” states United Bankshares, Inc. Chairman and Chief Executive Officer, Richard M. Adams. “United also prides itself in its local leadership and commitment to serving the local communities within our footprint, which makes Dr. Harris an extraordinary addition to our board as we continue our mission of excellence in service to our employees, our customers, our shareholders and our communities.”

Dr. Harris attended West Virginia University, where she earned her bachelor’s degree in psychology, master’s degree in counseling psychology and medical degree. She completed residencies and a fellowship at Emory University, and now serves as an adjunct assistant professor in the Emory Department of Psychiatry and Behavioral Sciences and adjunct clinical assistant professor in psychiatry and behavioral sciences at Morehouse School of Medicine. A Fellow of the APA, she continues in private practice and consults with both public and private organizations on health service delivery and emerging trends in practice and health policy.

About United Bankshares, Inc.

United Bankshares, Inc. has consolidated assets of approximately $26.2 billion. United is the parent company of United Bank, the largest community bank headquartered in the D.C. Metro region. United Bank comprises 231 offices in Virginia, West Virginia, Maryland, North Carolina, South Carolina, Ohio, Pennsylvania, Georgia and Washington, D.C. United’s stock is traded on the NASDAQ Global Select Market under the quotation symbol “UBSI”.