CEO equity award at United Bankshares (NASDAQ: UBSI) paired with tax share disposals

Rhea-AI Filing Summary

UNITED BANKSHARES INC/WV Chief Executive Officer Richard M. Adams Jr. reported vesting of performance-based restricted stock units that delivered 17,087 shares of common stock on February 23, 2026 at no cost to him.

To cover tax obligations, he disposed of shares back to the issuer through tax-withholding transactions totaling 2,454, 7,749, and 4,399 shares at $44.28 per share on February 22–23, 2026. After these transactions, he continued to hold a substantial direct common stock position along with phantom stock and stock options, plus indirect holdings through a 401(k) and a trust for children.

Insights

Equity compensation analyst

CEO reports routine equity vesting and tax-share withholding, not open-market trading.

The CEO of UNITED BANKSHARES INC/WV received 17,087 shares of common stock upon vesting of performance-based restricted stock units granted in February 2023 and vesting in February 2026. This reflects previously awarded compensation tied to achieving performance goals.

Separate Form 4 entries show tax-withholding dispositions of 2,454, 7,749, and 4,399 common shares at $44.28 per share. Code F transactions indicate shares were delivered to satisfy tax liabilities, rather than discretionary open-market sales.

The filing also notes phantom stock arising from deferred compensation under a non-qualified plan, payable in cash after employment termination, and various stock option and indirect common stock holdings. Overall, the activity appears administrative around equity compensation, with limited direct signaling value about management’s view of UBSI shares.

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
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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^*

ADAMS RICHARD M JR

(Last) (First) (Middle)

514 MARKET ST

(Street)

PARKERSBURG WV 26101

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
UNITED BANKSHARES INC/WV [ UBSI ]

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

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Executive Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/22/2026

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	02/22/2026	02/22/2026	F		4,399	D	$44.28	179,460.392	D
Common Stock	02/23/2026	02/23/2026	A		17,087(1)	A	$0.0000	196,547.392	D
Common Stock	02/23/2026	02/23/2026	F		2,454	D	$44.28	194,093.392	D
Common Stock	02/23/2026	02/23/2026	F		7,749	D	$44.28	186,344.392	D
Common Stock								16,620.3776	I	By 401k
Common Stock								10,986.084	I	Trust for Children

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Phantom Stock	(2)							(3)	(4)	Common Stock	254.151		254.151	D
Stock Option	$32.51							02/24/2020	02/24/2030	Common Stock	14,761		14,761	D
Stock Option	$32.51							02/24/2021	02/24/2030	Common Stock	7,381		7,381	D
Stock Option	$37.6							02/26/2018	02/26/2028	Common Stock	16,060		16,060	D
Stock Option	$38.49							02/25/2019	02/25/2029	Common Stock	11,613		11,613	D
Stock Option	$45.3							02/27/2017	02/27/2027	Common Stock	16,060		16,060	D

Explanation of Responses:

1. Represents performance-based restricted stock units granted in February 2023 that vested in February 2026 upon achievement of performance goals. The restricted stock units were settled by delivery of an equal number of shares of common stock.

2. 1 for 1

3. The reporting person's shares of phantom stock arose through his deferral of compensation under the United Bankshares, Inc., Non-qualified Retirement and Savings Plan (the Plan). Shares of phantom stock are exercisable immediately.

4. Shares of phantom stock are payable in cash following the reporting persons termination of employment with UBSI.

	Shelli L. Adams	02/25/2026
	** 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.
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FAQ

What insider transactions did UBSI CEO Richard M. Adams Jr. report on this Form 4?

He reported vesting of performance-based restricted stock units delivering 17,087 common shares, plus several tax-withholding dispositions of common stock at $44.28 per share. These moves reflect equity compensation settlement and related tax payments rather than open-market buying or selling of UBSI shares.

Was the UBSI CEO buying or selling shares in the open market in this Form 4?

The filing shows no open-market purchases or sales. It records an equity award of 17,087 shares and Code F tax-withholding dispositions of 2,454, 7,749, and 4,399 shares at $44.28 per share, used to pay taxes on vested stock-based compensation.

How many UBSI shares did the CEO receive from performance-based awards?

He received 17,087 shares of common stock when performance-based restricted stock units granted in February 2023 vested in February 2026. The footnotes explain these units vested upon achievement of performance goals and were settled by delivering an equal number of UBSI common shares.

What do the tax-withholding transactions at $44.28 mean for UBSI’s CEO holdings?

The Code F transactions show shares delivered at $44.28 per share to satisfy tax liabilities on vested awards. While they reduce his gross share count, they are mechanically linked to compensation, so they carry different implications than discretionary sales initiated to change investment exposure.

What is the phantom stock disclosed for the UBSI CEO in this filing?

The CEO holds phantom stock units arising from deferred compensation under the United Bankshares Non-qualified Retirement and Savings Plan. Footnotes state these phantom shares are exercisable immediately but are payable in cash after his termination of employment, rather than as UBSI common stock.

Does the UBSI Form 4 mention any indirect holdings for the CEO?

Yes. The filing lists indirect ownership of UBSI common stock through a 401(k) account and a trust for children. These positions are reported separately from his direct holdings, indicating additional economic exposure to the company beyond his directly owned common shares and awards.