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First United Corporation is asking shareholders to vote at its 2026 Annual Meeting on May 7, 2026 in Oakland, Maryland. Shareholders will elect 10 directors, including new CEO Jason B. Rush, and consider an amendment to the charter to lower approval thresholds for certain shareholder actions from two-thirds to a majority of votes entitled to be cast.
Investors will also cast non-binding advisory votes on 2025 executive pay and on how often future say‑on‑pay votes should occur, and will vote on ratifying Crowe, LLP as auditor for 2026. The record date is February 27, 2026, when 6,501,382 common shares were outstanding. The Board unanimously recommends voting for all director nominees, for Proposals 2, 3 and 5, and for every 1 year on Proposal 4.
FIRST UNITED CORP/MD/ executive Robert L. Fisher II received a stock award and surrendered shares for taxes. On this Form 4, he acquired 526 shares of common stock at no cost upon vesting of time-vesting restricted stock units granted on March 15, 2023. He then surrendered 178 shares at a value of $35.99 per share back to the company to satisfy tax withholding obligations related to that vesting, a non-market, compensation-related disposition. After these transactions, he directly owns 14,501 shares of common stock.
FIRST UNITED CORP/MD/ executive Keith Sanders reported a stock-based compensation event. On March 16, he received 420 shares of Common Stock at no cost, issued upon vesting of time-based RSUs originally granted on March 15, 2023. To cover related tax withholding obligations, 141 shares were surrendered back to the company at $35.99 per share, as permitted by the award agreement and approved by the Compensation Committee. After these transactions, Sanders directly holds 15,461.8195 shares of Common Stock.
First United Corp. director Carissa Lynn Rodeheaver reported the vesting of time-based restricted stock units, resulting in an award of 766 shares of Common Stock on March 16, 2026. These shares were originally granted as RSUs on March 15, 2023.
To cover tax withholding on the RSU vesting, 311 shares were surrendered back to the company at $35.99 per share, a non-market, tax-related disposition. After these transactions, she holds 47,588.0042 shares directly, plus indirect holdings of 86.2452 shares via her spouse as UTMA custodian for her son and 936.1499 shares through a 401(k) plan.
FIRST UNITED CORP/MD/ EVP & CFO Tonya K. Sturm reported equity compensation activity involving the company’s common stock. She acquired 428 shares on March 16, 2026 as a stock award tied to time-vesting restricted stock units originally granted on March 15, 2023.
On the same date, 144 shares were surrendered back to the company at $35.99 per share to cover tax withholding obligations related to the RSU vesting, as allowed under the award agreement and approved by the Compensation Committee. After these transactions, she directly holds 11,840.9988 shares of common stock and indirectly holds 5.4999 shares through a 401(k) plan.
FIRST UNITED CORP/MD/ President & CEO Jason Barry Rush reported an acquisition of company stock through a compensation award. On March 16, 2026, he received 502 shares of Common Stock at no purchase price, issued upon vesting of time-based restricted stock units granted on March 15, 2023.
After this award, his direct holdings increased to 27,000.1931 shares of Common Stock. This was a grant/award acquisition rather than an open-market purchase, reflecting routine equity compensation for the chief executive.
First United Corporation is soliciting proxies for its 2026 Annual Meeting of Shareholders to be held at 9:00 a.m. Eastern on May 7, 2026 at First United Operations Center in Oakland, Maryland. The Board asks shareholders to vote to elect ten directors, approve a charter amendment reducing certain shareholder-approval vote thresholds from two-thirds to a majority, cast a non-binding Say-on-Pay vote for 2025 executive compensation, recommend the frequency of future Say-on-Pay votes, and ratify Crowe, LLP as the independent registered public accounting firm for 2026.
The Board unanimously recommends voting FOR all proposals. The record date for voting is February 27, 2026; shares of Common Stock issued and outstanding were 6,501,382 as of that date. Proxy materials, the Proxy Card and the 2025 Annual Report (including the 2025 Form 10-K) will be first sent on or about March 31, 2026.
First United Corporation updated both its long-term and short-term executive incentive plans. For the Long-Term Incentive Plan, performance-vesting restricted stock units now use return on average equity and tangible book value per share growth measured against a custom peer group of 103 similarly sized publicly traded banks, with payouts tied to 25th, 50th, and 75th percentile performance levels.
For the Short-Term Incentive Plan, 2026 cash awards for senior executives will depend on return on average assets, efficiency ratio, loan delinquencies, and individual goals. Potential 2026 payouts range from $71,250–$213,750 for CEO Jason B. Rush, $36,796–$110,389 for CFO Tonya K. Sturm, and $39,347–$118,040 for executive Robert L. Fisher, II.
First United Corporation updated its change in control severance arrangement for President and Chief Executive Officer Jason B. Rush. Under a new Second Amended and Restated Agreement tied to the company’s Change in Control Severance Plan, his cash severance multiple increases from 2.0 times to 2.99 times his defined “Final Pay” if he experiences a qualifying severance after a change in control. The agreement is dated March 11, 2026 and is filed as an exhibit to this report.
Tasker Anthony James reported acquisition or exercise transactions in this Form 4 filing.
First United Corp. senior vice president and COO Anthony James Tasker received an equity award of 465 shares of common stock in the form of restricted stock units. This compensation-related grant increased his direct holdings to 988 shares after the transaction.
The RSUs will vest in equal annual installments over three years beginning on March 6, 2027, as long as he remains employed on each vesting date. This filing reflects a routine stock-based compensation grant rather than an open-market stock purchase.