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[Form 4] UNITED BANKSHARES INC/WV Insider Trading Activity

Filing Impact
(Low)
Filing Sentiment
(Positive)
Form Type
4

Rhea-AI Filing Summary

United Bankshares Inc. (UBSI) director Winter P. Clinton reported multiple changes in beneficial ownership on 10/08/2025. The filing shows a disposition of 457,070 shares of common stock and continued indirect holdings of 36,800 shares through Bray & Oakley Insurance and 1,000 shares held by spouse. The report also records a disposition of 536 phantom stock units that are payable in cash following termination of employment; those units equate to 536 underlying common shares at a price of $37.0949 per share, leaving 54,396 shares beneficially owned directly after the transactions.

The filing is a Section 16 Form 4 reporting a director-level transaction; it discloses both direct and indirect ownership changes and the payout mechanics for the phantom stock (cash payable upon termination).

Positive

  • Phantom stock units are clearly documented as cash-payable, clarifying payout mechanics
  • Post-transaction direct ownership is disclosed at 54,396 shares, giving a clear remaining stake

Negative

  • Large disposition of 457,070 common shares materially reduces the reporting person’s direct stake
  • Significant indirect holdings remain (36,800 via Bray & Oakley Insurance and 1,000 by spouse), which may complicate ultimate control calculations

Insights

Director reported a large share disposition and phantom stock payout terms.

The director, Winter P. Clinton, reported a direct sale of 457,070 common shares and retains 54,396 shares directly after the transactions. The filing also shows 36,800 shares held indirectly via Bray & Oakley Insurance and 1,000 shares held indirectly by spouse.

The report records 536 phantom stock units disposed with a stated per-share amount of $37.0949; the filing notes those phantom units are payable in cash upon termination. Monitor any scheduled termination or payout events for timing of cash settlement within the issuer's compensation framework in the coming quarters.

Transaction details show a material one-time disposition and remaining share counts.

The Form 4 lists the transaction date as 10/08/2025 and classifies the large common-stock movement as a disposition. The phantom stock entry is reported with an exercise/settlement price of $37.0949 and the underlying amount of 536 shares, which reduces derivative holdings to 54,396 direct common shares post-transaction.

For investors tracking insider activity, the precise share counts and the cash-payable nature of the phantom stock are concrete items to note over the next reporting cycle; filings that follow termination or settlement will show final cash amounts and any residual holdings.

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*
WINTER P CLINTON

(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
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
10/08/2025
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 457,070 D
Common Stock 36,800 I Bray & Oakley Insurance
Common Stock 1,000 I By Spouse
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 (1) 10/08/2025 10/08/2025 P 536 (2) (2) Common Stock 536 $37.0949 54,396 D
Explanation of Responses:
1. 1 for 1
2. Shares of phantom stock are payable in cash following the reporting persons termination of employment with UBSI.
Shelli L. Adams 10/08/2025
** 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.

FAQ

What did Winter P. Clinton report on Form 4 for UBSI on 10/08/2025?

The filing reports a disposition of 457,070 common shares, indirect holdings of 36,800 (Bray & Oakley Insurance) and 1,000 (spouse), and a disposition of 536 phantom stock units payable in cash.

How many shares does Winter P. Clinton directly own after the reported transactions?

The report shows 54,396 shares beneficially owned directly following the reported transactions.

What is the cash value reported for the phantom stock units?

The phantom stock is reported at a per-share price of $37.0949 for 536 units, with cash payable upon termination of employment.

When were these transactions recorded on the Form 4?

The transactions are dated 10/08/2025 as the date of earliest transaction.

Does the Form 4 indicate the reporting person is an officer or director?

Yes; the form checks the box indicating the reporting person is a Director of the issuer.
United Bankshares Inc West Va

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