United Community (NYSE: UCB) CFO Jefferson Harralson to retire at end of 2026
Rhea-AI Filing Summary
United Community Banks, Inc. announced that Executive Vice President and Chief Financial Officer Jefferson L. Harralson will retire effective December 31, 2026, under an agreement dated April 28, 2026.
Through that date, he will remain an at-will employee, continue receiving his regular salary and automobile allowance, participate in benefit plans, and be reimbursed for company expenses. If he remains employed through year-end, he will receive his 2026 incentive bonus when determined and a $1 million cash severance, payable no later than January 15, 2027.
The agreement also makes Harralson eligible, as of the termination date, for a minimum early retirement benefit of $70,000 annually under the company’s Modified Retirement Plan, payable as a life annuity or adjusted under alternative payment methods. A prior Change in Control Continuity Agreement will end on his separation date, with benefits instead governed by this new arrangement unless change-in-control benefits are triggered earlier. United Community has engaged Korn Ferry to conduct a nationwide search for his successor, and Harralson will remain through year-end to support a smooth transition.
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Insights
Planned CFO retirement with structured severance and orderly transition.
United Community Banks, Inc. disclosed a negotiated transition for CFO Jefferson Harralson, who plans to retire effective December 31, 2026. The agreement keeps him in place through year-end, which can help maintain financial leadership stability while a successor is identified.
The arrangement provides continued salary and benefits, a $1 million severance if he serves through the end date, and early retirement benefits of $70,000 annually under the Modified Retirement Plan. These obligations are modest relative to a bank with $28.2 billion in assets as of March 31, 2026.
The company has hired Korn Ferry to run a nationwide CFO search, indicating an organized approach to succession. Actual impact will depend on the qualifications of the eventual successor and how smoothly responsibilities transfer during the remainder of 2026.
8-K Event Classification
Key Figures
Key Terms
Modified Retirement Plan financial
Change in Control Continuity Agreement regulatory
non-solicitation regulatory
life annuity financial
emerging growth company regulatory
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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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) |
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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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Indicate by check mark whether the registrant is an emerging growth company as defined in 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).
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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. |
On April 28, 2026, United Community Banks, Inc. (the “Company”) and Jefferson L. Harralson (the “Executive”) entered into an Agreement dated as of April 28, 2026 (the “Harralson Agreement”) pursuant to which Executive will resign, effective as of December 31, 2026 (the “Employment Termination Date”), as Executive Vice President and Chief Financial Officer of the Company. The following summary of the material terms of the Harralson Agreement is qualified in its entirety by reference to the full text of the Harralson Agreement, a copy of which accompanies this Current Report on Form 8-K as Exhibit 10.1 and is incorporated herein by this reference.
The Harralson Agreement provides that the Executive’s employment with the Company is at-will and will continue until: (a) the close of business on the Employment Termination Date; or (b) such earlier date on which Executive’s employment with the Company is terminated by the Executive’s death or disability, by the Company for Cause or by the Executive’s voluntary resignation, at any of which time(s) his employment with the Company shall terminate (the “Separation Date”). The Harralson Agreement provides for the Executive, through the Employment Termination Date, to receive his regular monthly salary and automobile allowance, to participate in the Company’s employee benefit plans and receive reimbursement of expenses incurred on behalf of the Company. If the Executive’s employment continues through the Employment Termination Date, he also will receive his 2026 incentive bonus, when determined, and a cash severance of $1 million (the “Severance”), payable no later than January 15, 2027.
If the Executive’s employment is terminated prior to the Employment Expiration Date as a result of a voluntary resignation or a termination by the Company for Cause, the Executive shall have no rights under the Harralson Agreement except to receive any accrued but unpaid salary through the Separation Date. If the Executive’s employment is terminated prior to the Employment Expiration Date as a result of disability, the Executive shall have no rights under the Harralson Agreement except to receive any accrued but unpaid salary through the Separation Date, his 2026 incentive bonus, when determined, and a prorata portion of the Severance, reduced by $125,000 for each full month remaining between the date of disability and December 31, 2026. If the Executive’s employment is terminated prior to the Employment Expiration Date by the Company without cause, the Executive shall receive all of the benefits under the Harralson Agreement as if he continued to be employed through the Employment Termination Date.
In addition, as of the Employment Termination Date, the Executive will satisfy the early retirement eligibility criteria under the Company’s Modified Retirement Plan pursuant to his participation agreement. Accordingly, the Executive will be entitled to receive his minimum early retirement benefit of $70,000 annually, payable as a life annuity, or as adjusted if an alternative payment method is elected, in accordance with the terms of the plan.
Reference is made to that certain Change in Control Continuity Agreement dated February 14, 2023 (the “Retention Agreement”) (incorporated herein by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K dated February 14, 2023 and filed with the U.S. Securities and Exchange Commission on February 14, 2023). The Retention Agreement shall terminate on the Separation Date and neither the Company nor the Executive shall have any further rights or obligations thereunder. Following the Separation Date, the respective rights and obligations of the parties shall be governed by the terms of the Harralson Agreement; provided, however, that notwithstanding the foregoing, in the event Executive, prior to the Separation Date becomes eligible for benefits pursuant to Section 4 of the Retention Agreement, then the Harralson Agreement cease to be effective and Executive shall receive only the benefits provided by the Retention Agreement.
The Harralson Agreement also contains customary non-disparagement, non-solicitation and confidentiality provisions. Upon the Employment Termination Date, in order to receive the remaining benefits under the Harralson Agreement, the Executive also must execute and deliver a release, in the form attached to the Harralson Agreement, of all claims that he might have against the Company.
| Item 7.01 | Regulation FD Disclosure. |
In connection with the execution of the Harralson Agreement, the Company issued the press release that is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
| Item 9.01 | Financial Statements and Exhibits. |
| (d) | See exhibit index below for the list of exhibits filed or furnished with this Current Report on Form 8-K. |
EXHIBIT INDEX
| Exhibit No. | Description |
| 10.1 | Agreement dated April 28, 2026 between United Community Banks, Inc. and Jefferson L. Harralson |
| 99.1 | Press release dated April 28, 2026 (furnished only) |
| 104 | The cover page from this Current Report on Form 8-K, formatted in Inline XBRL. |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| UNITED COMMUNITY BANKS, INC. | ||
| By: | /s/ Melinda Davis Lux | |
| Melinda Davis Lux | ||
| Chief Administrative Officer, General Counsel and | ||
| Corporate Secretary | ||
Date: April 28, 2026 |
||
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Exhibit 99.1
Contact:
Joy Marshall
joy_marshall@ucbi.com
(864) 241-8738
United Community Chief Financial Officer Jefferson Harralson to Retire After Nearly a Decade of Dedicated Service
Company to Conduct Nationwide Search for Successor; Harralson to Remain Through Year-end In order to Complete Transition
GREENVILLE, S.C., April 28, 2026 /PRNewswire/ — United Community today announced that Jefferson Harralson, executive vice president and chief financial officer, is electing to retire after nine years with the company. Mr. Harralson has agreed to remain until the end of the year to ensure continuity and a smooth transition for his successor.
The Greenville, S.C.-based bank has engaged Korn Ferry, a leading global organizational consulting firm, to assist in the search for Mr. Harralson’s replacement.
“Jefferson has been a valued and trusted member of our leadership team, and we are deeply grateful for the dedication, professionalism, and integrity he has consistently brought to his role,” said Lynn Harton, chairman and chief executive officer of United Community. “While we will miss his daily presence, we are grateful for the strong foundation he leaves behind and look forward to building on it.”
United Community extends its sincere appreciation to Mr. Harralson for his years of service and wishes him continued success as he plans for retirement.
About United Community
United Community Banks, Inc. (NYSE: UCB) is the financial holding company for United Community, a top-100 U.S. financial institution committed to building stronger communities and improving the financial health and well-being of its customers. United Community offers a full range of banking, mortgage and wealth management services. As of March 31, 2026, United Community Banks, Inc. had $28.2 billion in assets and operated 200 offices across Alabama, Florida, Georgia, North Carolina, South Carolina and Tennessee. The company also manages a nationally recognized SBA lending franchise and an equipment finance subsidiary, extending its reach to businesses across the country. United Community is the most awarded bank in the Southeast for Retail Banking Customer Satisfaction by J.D. Power, earning more awards than any other bank in the region, including recognition in 12 of the last 17 years. The company has also been named one of the “Best Banks to Work For” by American Banker for nine consecutive years. In commercial banking, United earned multiple 2026 Greenwich Best Bank awards for Small Business Banking. Forbes has consistently named United among the World’s Best and America’s Best Banks. Learn more at ucbi.com.