[8-K] UNION BANKSHARES INC Reports Material Event

Rhea-AI Filing Summary

Union Bankshares, Inc. reported several governance updates. The Audit Committee dismissed Berry, Dunn, McNeil & Parker, LLC as independent auditor on November 19, 2025 and the Board concurrently engaged BDMP Assurance, LLP for the fiscal year ending December 31, 2025. Prior audit reports for 2023 and 2024 contained no adverse opinions or qualifications, and the company states there were no disagreements or reportable events with the former auditor. The company also states it did not consult with BDMP Assurance, LLP on accounting matters before the appointment.

The Insider Trading Policy was amended so blackout periods now begin on the 20th day of the last month of each fiscal quarter, and a designee may assist in notifying insiders. In addition, Union Bank’s Board appointed Walter B. Frame III, a hospitality and real estate executive in the bank’s local markets, as a director of the subsidiary bank.

Insights

Corporate governance analyst

UNB reports an auditor change, policy tweak, and new bank director.

Union Bankshares is transitioning its audit engagement from Berry, Dunn, McNeil & Parker, LLC to BDMP Assurance, LLP effective for the year ending December 31, 2025. The company notes that past audit opinions for 2023 and 2024 were clean and that there were no disagreements or reportable events, which points to a change in service provider rather than a disclosed accounting dispute.

The disclosure that the company did not consult BDMP Assurance, LLP on accounting treatment or audit opinions before engagement is standard for this type of change. The amended Insider Trading Policy, which shifts blackout period timing and broadens who may notify insiders, refines internal trading controls around quarterly reporting. Adding Walter B. Frame III to the Union Bank Board brings local hospitality and real estate experience that aligns with the bank’s regional focus.

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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): November 19, 2025

(Exact name of registrant as specified in its charter)

UNION BANKSHARES, INC.

(State or other jurisdiction						(Commission			(IRS Employer
of incorporation)						File Number)			Identification Number)
VT						001-15985			03-0283552
(Address of principal executive offices)									(Zip Code)
20 Lower Main St., P.O. Box 667									05661-0667
Morrisville			,			VT

Registrant's telephone number, including area code: (802) 888-6600

(Former name or former address, if changed since last report)

Not applicable

Check the appropriate box below if the Form 8-K 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 materials 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:

Common Stock, $2.00 par value

UNB

Nasdaq Stock Market

(Title of class)

(Trading Symbol)

(Exchanges registered on)

Indicate by check mark whether the registrant is an emerging growth company 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 4.01 Changes in Registrant’s Certifying Accountant.

On November 19, 2025, the Audit Committee of the Board of Directors of Union Bankshares, Inc. (the “Company”) approved the dismissal of Berry, Dunn, McNeil & Parker, LLC, the Company’s independent registered public accounting firm, effective as of November 19, 2025. Concurrently, the Board approved the engagement of BDMP Assurance, LLP as the Company’s new independent registered public accounting firm for the fiscal year ending December 31, 2025. BDMP Assurance, LLP is a licensed CPA firm registered with the PCAOB, owned by certain partners of Berry, Dunn, McNeil & Parker, LLC.

The reports of Berry, Dunn, McNeil & Parker, LLC on the Company’s financial statements for the fiscal years ending December 31, 2023 and December 31, 2024 did not contain an adverse opinion or a disclaimer of opinion, nor were they qualified or modified as to uncertainty, audit scope, or accounting principles.

During the Company’s two most recent fiscal years and the subsequent interim period preceding the dismissal, there were (i) no disagreements (as defined in Item 304(a)(1)(iv) of Regulation S-K) with Berry, Dunn, McNeil & Parker, LLC on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreements, if not resolved to the satisfaction of Berry, Dunn, McNeil & Parker, LLC, would have caused it to make reference to the subject matter thereof in connection with its reports on the financial statements for such years, and (ii) no “reportable events” (as described in Item 304(a)(1)(v) of Regulation S-K).

The Company has provided Berry, Dunn, McNeil & Parker, LLC with a copy of the disclosures made in this Current Report on Form 8-K and has requested that Berry, Dunn, McNeil & Parker, LLC furnish the Company with a letter addressed to the U.S. Securities and Exchange Commission stating whether or not it agrees with the above statements. A copy of such letter is filed as Exhibit 16.1 to this Form 8-K.

During the fiscal years ended December 31, 2024 and 2023, and the subsequent interim period through November 19, 2025, neither the Company nor anyone on the Company’s behalf consulted with BDMP Assurance, LLP with respect to either (i)(a) the application of accounting principles to a specified transaction, either completed or proposed, or (b) the type of audit opinion that might be rendered on the Company’s consolidated financial statements, and neither a written report nor oral advice was provided by BDMP Assurance, LLP to the Company that BDMP Assurance, LLP concluded was an important factor that the Company consider in reaching a decision as to any accounting, auditing or financial reporting issue, or (ii) any other matter that was the subject of a “disagreement” or a “reportable event” (as these terms are defined in Item 304(a)(1) of Regulation S-K and the related instructions).

Item 8.01 Other Events.

Amendment of Insider Trading Policy

On November 19, 2025, the Union Bankshares, Inc. Insider Trading Policy was updated to reflect the following:

•Designee role: In addition to the Chief Executive Officer and the Compliance Officer, a designee is now able to notify directors and senior officers regarding the blackout period.

•Blackout periods and trading windows: The amended policy replaces the quarterly blackout period start date from the 15th day to the 20th day of the last month of each fiscal quarter.

The changes take effect immediately. A copy of the updated Insider Trading Policy is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

Appointment of Subsidiary Director

On November 19, 2025, the Board of Directors of Union Bank, a wholly owned subsidiary of Union Bankshares, Inc., appointed Walter B. Frame III, age 60, to the Board of Union Bank. Walter is currently the Chief Operating Officer at von Trapp Family Lodge & Resort in Stowe, Vermont and previously served as Vice President and Director of Real Estate Development at Spruce Peak Realty, LLC (AIG Global Real Estate) for the periods 2003-2011, also in Stowe, Vermont. His experience with financial and operational roles in hospitality and property management within the Bank's local markets will add valuable insight to the Board of Union Bank.

Item 9.01. Financial Statements and Exhibits.

d) Exhibits:

			16.1			Letter from Berry, Dunn. McNeil & Parker, LLC to the U.S. Securities and Exchange Commission dated November 19, 2025.
			99.1			Union Bankshares, Inc. Insider Trading Policy dated November 19, 2025

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.

			Union Bankshares, Inc.
November 19, 2025			/s/ David S. Silverman
			David S. Silverman
			Chief Executive Officer
November 19, 2025			/s/ Karyn J. Hale
			Karyn J. Hale
			Chief Financial Officer

EXHIBIT INDEX

16.1			Letter from Berry, Dunn. McNeil & Parker, LLC to the U.S. Securities and Exchange Commission dated November 19, 2025.
99.1			Union Bankshares, Inc. Insider Trading Policy dated November 19, 2025.
104			Cover Page Interactive Data File (embedded within the Inline XBRL document)

FAQ

What auditor change did Union Bankshares, Inc. (UNB) announce?

Union Bankshares, Inc. dismissed Berry, Dunn, McNeil & Parker, LLC as its independent registered public accounting firm on November 19, 2025 and engaged BDMP Assurance, LLP as its new auditor for the fiscal year ending December 31, 2025.

Were there any disagreements with Union Bankshares, Inc.’s former auditor?

The company reports there were no disagreements with Berry, Dunn, McNeil & Parker, LLC on accounting principles, financial statement disclosure, or audit scope, and no reportable events during the past two fiscal years and the subsequent interim period.

Did Union Bankshares, Inc. consult BDMP Assurance, LLP before hiring them as auditor?

The company states that during the fiscal years ended December 31, 2024 and 2023, and through November 19, 2025, neither it nor anyone on its behalf consulted BDMP Assurance, LLP on accounting principles, audit opinions, or other matters that would be considered disagreements or reportable events.

How did Union Bankshares, Inc. change its Insider Trading Policy?

The updated policy allows a designee, in addition to the CEO and Compliance Officer, to notify directors and senior officers about blackout periods. It also moves the quarterly blackout start date from the 15th day to the 20th day of the last month of each fiscal quarter.

Who was appointed to the Board of Union Bank, the UNB subsidiary?

On November 19, 2025, the Board of Union Bank appointed Walter B. Frame III, age 60, as a director. He is Chief Operating Officer at von Trapp Family Lodge & Resort and previously held senior roles in real estate development in Stowe, Vermont.

What exhibits were included with Union Bankshares, Inc.’s 8-K filing?

The company included a letter from Berry, Dunn, McNeil & Parker, LLC to the SEC as Exhibit 16.1 and the updated Insider Trading Policy as Exhibit 99.1, along with a cover page interactive data file as Exhibit 104.