United Community Banks (NASDAQ: UCBI) Series I preferred redemption

Rhea-AI Filing Summary

United Community Banks, Inc. announced it will redeem all outstanding 6.875% Series I Non-Cumulative Perpetual Preferred Stock. The redemption is scheduled for September 15, 2025 and will provide holders a cash payment of $25,000 per preferred share, reflecting an aggregate liquidation preference of $88 million.

At the same time, the depository will redeem 3,661,650 depositary shares, each representing a 1/1000th interest in a preferred share. A previously declared dividend is excluded from the redemption price and will still be paid to holders of record immediately before the redemption, after which holders’ rights in these preferred and depositary shares will cease, other than certain expressly surviving rights.

Insights

Bank capital structure analyst

United Community Banks is retiring a full preferred stock series, altering its capital mix and eliminating a 6.875% obligation.

United Community Banks, Inc. is redeeming all outstanding 6.875% Series I Non-Cumulative Perpetual Preferred Stock for an aggregate liquidation preference of $88 million. This fully removes that layer of preferred capital from the structure and ends any future dividends tied to this specific series.

The redemption, set for September 15, 2025, includes simultaneous redemption of 3,661,650 depositary shares, each representing a 1/1000th interest in a preferred share. A previously declared dividend will still be paid to holders of record immediately prior to the redemption, after which rights associated with these preferred and depositary shares will terminate except for expressly surviving rights.

From a capital and funding perspective, the impact depends on how the bank replaces or reallocates this $88 million of preferred equity and the cost of any alternative capital, which would be detailed in future disclosures.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): August 15, 2025

UNITED COMMUNITY BANKS, INC.

(Exact name of registrant as specified in its charter)

Georgia	001-35095	58-1807304
(State or other jurisdiction of incorporation)	(Commission file number)	(IRS Employer Identification No.)

200 East Camperdown Way
Greenville, South Carolina 29601
(Address of principal executive offices)

Registrant’s telephone number, including area code:
(800) 822-2651

Not applicable
(Former name or former address, if changed since last report)

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)
	¨	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
	¨	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class		Trading Symbol(s)		Name of Each Exchange on Which Registered
Common stock, par value $1 per share		UCB		New York Stock Exchange
Depositary shares, each representing 1/1000th interest in a share of Series I Non-Cumulative Preferred Stock		UCB PRI		New York Stock Exchange

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).

Emerging growth company ¨

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 8.01	Other Events.
	On August 15, 2025, United Community Banks, Inc. (“United”) issued a press release announcing the redemption of all outstanding shares of 6.875% Series I Non-Cumulative Perpetual Preferred Stock (the “Preferred Stock”) (the “Preferred Stock Redemption”). The redemption will occur on September 15, 2025 (the “Redemption Date”) and result in a cash payment of $25,000 per share of Preferred Stock (the “Redemption Price”) for a $88 million aggregate liquidation preference. The depository for the Preferred Stock will simultaneously redeem 3,661,650 depository shares (the “Depository Shares”), each representing a 1/1000th interest in a share of the Preferred Stock. The previously declared dividend payment is excluded from the Redemption Price and will be paid to holders of record immediately prior to the Preferred Stock Redemption. As of the Redemption Date, all rights of the holders of Preferred Stock and holders of receipts evidencing Depository Shares shall cease and terminate (except as to certain expressly surviving rights). The Depositary Shares are held through the Depository Trust Company (“DTC”) and will be redeemed in accordance with the procedures of DTC. Payment to DTC will be made by Continental Stock Transfer & Trust Company, as the depositary, in accordance with the Deposit Agreement governing the Depositary Shares.
	A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated by reference herein.
Item 9.01	Financial Statements and Exhibits.
(d) Exhibits	The following exhibit index lists the exhibits that are either filed or furnished with the Current Report on Form 8-K.

EXHIBIT INDEX

Exhibit No.		Description
99.1		United Community Banks, Inc. Press Release, dated August 15, 2025.
104		The cover page from this Current Report on Form 8-K, formatted in Inline XBRL.

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/ Jefferson L. Harralson
		Jefferson L. Harralson
		Executive Vice President and
		Chief Financial Officer
Date: August 15, 2025

FAQ

What did United Community Banks (UCBI) announce in this 8-K?

United Community Banks, Inc. announced the full redemption of its 6.875% Series I Non-Cumulative Perpetual Preferred Stock, including all related depositary shares.

When will the Series I preferred stock of UCBI be redeemed?

The redemption of all outstanding 6.875% Series I Non-Cumulative Perpetual Preferred Stock is scheduled to occur on September 15, 2025.

What is the redemption price for UCBI’s Series I preferred stock?

Holders will receive a cash redemption price of $25,000 per share of Series I preferred stock, reflecting an aggregate liquidation preference of $88 million.

How many UCBI depositary shares are being redeemed and what do they represent?

The depository will redeem 3,661,650 depositary shares, each representing a 1/1000th interest in a share of the 6.875% Series I preferred stock.

Will UCBI still pay the previously declared dividend on the Series I preferred stock?

Yes. The previously declared dividend is excluded from the redemption price and will be paid separately to holders of record immediately prior to the redemption.

What happens to holder rights after UCBI’s preferred stock redemption date?

As of the September 15, 2025 redemption date, all rights of holders of the preferred stock and related depositary receipts will cease and terminate, except for certain expressly surviving rights.