What caused the new AUB share award to Douglas F. Woolley?

The new Atlantic Union Bankshares shares reflect vesting of Performance Share Units granted to Douglas F. Woolley on February 23, 2023. Upon vesting, 1,967 common shares were delivered at no cash cost as part of his long-term equity compensation program.

Atlantic Union Bankshares (AUB) EVP logs PSU vesting and tax share withholding

Filing Impact

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Filing Sentiment

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Form Type

Rhea-AI Filing Summary

Atlantic Union Bankshares Corp executive Douglas F. Woolley III, EVP & CCO, reported equity compensation-related transactions in company common stock. He acquired 1,967 shares at $0.00 per share from the vesting of Performance Share Units granted on February 23, 2023. To cover tax withholding obligations upon vesting, 1,079 shares were disposed of by share withholding rather than a market sale. Following these transactions, Woolley directly owned 32,641.832 common shares and indirectly held 6,963.7647 shares through an ESOP trustee, which includes shares added via dividend reinvestment since his prior filing.

Insider Trade Summary

3 transactions reported

Mixed 3 txns

Insider Woolley Douglas F. III

Role EVP & CCO

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	1,967	$0.00	--
Tax Withholding	Common Stock	1,079	$0.00	--
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 33,720.832 shares (Direct); Common Stock — 6,963.765 shares (Indirect, By Trustee of ESOP)

Footnotes (1)

Vesting of Performance Share Units (PSUs) that were granted February 23, 2023. Includes additional shares acquired through dividend reinvestment since the reporting person's last Form 4. Shares withheld upon vesting of PSUs to satisfy tax withholding obligations.

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Form 4 Insider Transactions: What Each Field Means →

Accepted by SEC EDGAR 02/23/2026 - 04:27 PM

FAQ

What insider transactions did AUB executive Douglas F. Woolley report?

Douglas F. Woolley reported vesting of 1,967 Atlantic Union Bankshares common shares from Performance Share Units and a related withholding of 1,079 shares to satisfy taxes. These actions reflect equity compensation mechanics, not open-market buying or selling activity.

How many Atlantic Union Bankshares (AUB) shares does Douglas F. Woolley now hold?

After the reported transactions, Douglas F. Woolley directly owned 32,641.832 Atlantic Union Bankshares common shares and indirectly held 6,963.7647 shares via an ESOP trustee. Indirect holdings also include shares accumulated through dividend reinvestment since his previous Form 4.

Why were some AUB shares disposed of in Douglas F. Woolley’s Form 4?

The disposition of 1,079 Atlantic Union Bankshares shares was due to tax withholding at vesting. Shares were withheld to satisfy Woolley’s tax obligations, as noted in the filing, rather than being sold in an open-market transaction.

How are ESOP shares reported for Douglas F. Woolley at Atlantic Union Bankshares?

Douglas F. Woolley’s Form 4 lists 6,963.7647 Atlantic Union Bankshares shares held indirectly by an ESOP trustee. A footnote explains these indirect holdings include additional shares acquired through dividend reinvestment since his last insider ownership report.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Woolley Douglas F. III

(Last)

(First)

(Middle)

C/O ATLANTIC UNION BANKSHARES CORP

4300 COX ROAD

(Street)

GLEN ALLEN

23060

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Atlantic Union Bankshares Corp [ AUB ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	EVP & CCO

3. Date of Earliest Transaction (Month/Day/Year)
02/19/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	02/19/2026		A		1,967⁽¹⁾	A	$0	33,720.832⁽²⁾	D
Common Stock	02/19/2026		F		1,079⁽³⁾	D	$0	32,641.832	D
Common Stock								6,963.7647	I	By Trustee of ESOP

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Vesting of Performance Share Units (PSUs) that were granted February 23, 2023.

2. Includes additional shares acquired through dividend reinvestment since the reporting person's last Form 4.

3. Shares withheld upon vesting of PSUs to satisfy tax withholding obligations.

	/s/ Rachel R. Lape, Attorney-in-Fact	02/23/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

Source: View Original Filing on SEC EDGAR