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FORM
10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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

For the quarterly period ended SeptemberJune 30, 2017

2021

OR

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

For the transition period from
to

Commission File Number:0-13322

002-86947
United Bankshares, Inc.

(Exact name of registrant as specified in its charter)

West Virginia
 
55-0641179

(State or other jurisdiction of

incorporation or organization)

 

(I.R.S. Employer

Identification No.)

300 United Center

500 Virginia Street, East

Charleston, West Virginia

 
25301
(Address of principal executive offices)
 
Zip Code

Registrant’s telephone number, including area code: (304)(
304)
424-8716

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 $2.50 per share
UBSI
NASDAQ Global Select Market
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    
Yes  
☒    No  ☐

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation
S-T
232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).    
Yes
  ☒    No  ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a
non-accelerated
filer, smaller reporting company or an emerging growth company. See definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule
12b-2
of the Exchange Act:

Act.
Large accelerated filer   Accelerated filer 
Non-accelerated
filer
   (Do not check if a smaller reporting company)  Smaller reporting company 
 
  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.  ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule
12b-2
of the Act).    Yes  ☐    
No  

Indicate

As of
July
31
, 2021
, the number of registrant had
129,203,593
shares outstanding of each of the issuer’s classes of common stock, as$2.50 par value per share, outstanding.

UNITED BANKSHARES, INC. AND SUBSIDIARIES

FORM
10-Q

TABLE OF CONTENTS

   
Page
 

Item 1.

Financial Statements

  

   4 

   5 

   7 

   8 

9

Notes to Consolidated Financial Statements

   10 
11

Management’s Discussion and Analysis of Financial Condition and Results of Operations

   6160 

Quantitative and Qualitative Disclosures about Market Risk

84
   86��

  

88
88
88
88
   89 

  89
89

Item 1.

   90 

Item 1A.

Risk Factors

90

Item 2.

Unregistered Sales of Equity Securities and Use of Proceeds

90

Item 3.

Defaults Upon Senior Securities

91

Item 4.

Mine Safety Disclosures

91

Item 5.

Other Information

91

Item 6.

Exhibits

91

Signatures

92

2

PART I - FINANCIAL INFORMATION

Item 1.
FINANCIAL STATEMENTS (UNAUDITED)

The SeptemberJune 30, 20172021 and December 31, 2016,2020, consolidated balance sheets of United Bankshares, Inc. and Subsidiaries (“United” or the “Company”), consolidated statements of income and comprehensive income for the three and ninesix months ended SeptemberJune 30, 20172021 and 2016,2020, the related consolidated statement of changes in shareholders’ equity for the ninethree and six months ended SeptemberJune 30, 2017,2021 and 2020, the related condensed consolidated statements of cash flows for the ninesix months ended SeptemberJune 30, 20172021 and 2016,2020, and the notes to consolidated financial statements appear on the following pages.

3

CONSOLIDATED BALANCE SHEETS

UNITED BANKSHARES, INC. AND SUBSIDIARIES

(Dollars in thousands, except par value)

   September 30
2017
  December 31
2016
 
   (Unaudited)  (Note 1) 

Assets

   

Cash and due from banks

  $212,692  $175,468 

Interest-bearing deposits with other banks

   1,533,558   1,258,334 

Federal funds sold

   787   725 
  

 

 

  

 

 

 

Total cash and cash equivalents

   1,747,037   1,434,527 

Securities available for sale at estimated fair value (amortized cost-$1,654,657 at September 30, 2017 and $1,277,639 at December 31, 2016)

   1,649,634   1,259,214 

Securities held to maturity (estimated fair value-$19,909 at September 30, 2017 and $31,178 at December 31, 2016)

   20,335   33,258 

Other investment securities

   166,756   111,166 

Loans held for sale (at fair value-$311,186 at September 30, 2017 and $0 at December 31, 2016)

   315,031   8,445 

Loans

   13,156,854   10,356,719 

Less: Unearned income

   (16,386  (15,582
  

 

 

  

 

 

 

Loans net of unearned income

   13,140,468   10,341,137 

Less: Allowance for loan losses

   (74,926  (72,771
  

 

 

  

 

 

 

Net loans

   13,065,542   10,268,366 

Bank premises and equipment

   104,311   75,909 

Goodwill

   1,487,607   863,767 

Accrued interest receivable

   51,607   39,400 

Other assets

   522,118   414,840 
  

 

 

  

 

 

 

TOTAL ASSETS

  $19,129,978  $14,508,892 
  

 

 

  

 

 

 

Liabilities

   

Deposits:

   

Noninterest-bearing

  $4,134,019  $3,171,841 

Interest-bearing

   9,741,278   7,625,026 
  

 

 

  

 

 

 

Total deposits

   13,875,297   10,796,867 

Borrowings:

   

Federal funds purchased

   25,800   22,235 

Securities sold under agreements to repurchase

   316,236   237,316 

Federal Home Loan Bank borrowings

   1,272,115   897,707 

Other long-term borrowings

   242,131   224,319 

Reserve for lending-related commitments

   804   1,044 

Accrued expenses and other liabilities

   133,752   93,657 
  

 

 

  

 

 

 

TOTAL LIABILITIES

   15,866,135   12,273,145 

Shareholders’ Equity

   

Preferred stock, $1.00 par value;Authorized-50,000,000 shares, none issued

   0   0 

Common stock, $2.50 par value;Authorized-200,000,000 shares;issued-105,011,878 and 81,068,252 at September 30, 2017 and December 31, 2016, respectively, including 28,752 and 28,278 shares in treasury at September 30, 2017 and December 31, 2016, respectively

   262,530   202,671 

Surplus

   2,126,914   1,205,778 

Retained earnings

   909,556   872,990 

Accumulated other comprehensive loss

   (34,163  (44,717

Treasury stock, at cost

   (994  (975
  

 

 

  

 

 

 

TOTAL SHAREHOLDERS’ EQUITY

   3,263,843   2,235,747 
  

 

 

  

 

 

 

TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY

  $19,129,978  $14,508,892 
  

 

 

  

 

 

 

(Dollars in thousands, except par value)
  
June 30

2021
  
December 31
2020
 
   
(Unaudited)
  
(Note 1)
 
Assets
         
Cash and due from banks
  $306,648  $297,369 
Interest-bearing deposits with other banks
   3,369,823   1,910,876 
Federal funds sold
   925   823 
   
 
 
  
 
 
 
Total cash and cash equivalents
   3,677,396   2,209,068 
Securities available for sale at estimated fair value (amortized cost-$3,221,432 at June 30, 2021 and $2,868,346 at December 31, 2020, allowance for credit losses of $0 at June 30, 2021 and December 31, 2020)
   3,277,074   2,953,359 
Securities held to maturity, net of allowance for credit losses of $31 at June 30, 2021 and $23 at December 31, 2020 (estimated fair value-$1,020 at June 30, 2021 and $1,235 at December 31, 2020)
   989   1,212 
Equity securities at estimated fair value
   11,507   10,718 
Other investment securities
   221,931   220,895 
Loans held for sale (at fair value-$576,827 at June 30, 2021 and $698,341 at December 31, 2020)
   576,827   718,937 
Loans and leases
   16,921,652   17,622,583 
Less: Unearned income
   (33,651  (31,170
   
 
 
  
 
 
 
Loans and leases, net of unearned income
   16,888,001   17,591,413 
Less: Allowance for loan and lease losses
   (217,545  (235,830
   
 
 
  
 
 
 
Net loans and leases
   16,670,456   17,355,583 
Bank premises and equipment
   171,361   175,824 
Operating lease
right-of-use
assets
   66,635   69,520 
Goodwill
   1,810,040   1,796,848 
Mortgage servicing rights, net of valuation allowance of $1,633 at June 30, 2021 and $1,383 at December 31, 2020
   22,540   20,955 
Accrued interest receivable, net of allowance for credit losses of $29 at June 30, 2021 and $250 at December 31, 2020
   60,877   66,832 
Other assets
   623,293   584,496 
   
 
 
  
 
 
 
TOTAL ASSETS
  $27,190,926  $26,184,247 
   
 
 
  
 
 
 
Liabilities
         
Deposits:
         
Noninterest-bearing
  $8,283,454  $7,405,260 
Interest-bearing
   13,283,937   13,179,900 
   
 
 
  
 
 
 
Total deposits
   21,567,391   20,585,160 
Borrowings:
         
Securities sold under agreements to repurchase
   127,745   142,300 
Federal Home Loan Bank (“FHLB”) borrowings
   533,365   584,532 
Other long-term borrowings
   280,657   279,837 
Reserve for lending-related commitments
   20,897   19,250 
Operating lease liabilities
   70,546   73,213 
Accrued expenses and other liabilities
   196,612   202,335 
   
 
 
  
 
 
 
TOTAL LIABILITIES
   22,797,213   21,886,627 
Shareholders’ Equity
         
Preferred stock, $1.00 par value;
Authorized-50,000,000
shares, NaN issued
   0   0 
Common stock, $2.50 par value;
Authorized-200,000,000
shares;
issued-134,165,663
and 133,809,374 at June 30, 2021 and December 31, 2020, respectively, including 4,962,070 and 4,620,867 shares in treasury at June 30, 2021 and December 31, 2020, respectively
   335,414   334,523 
Surplus
   2,901,591   2,894,471 
Retained earnings
   1,316,607   1,205,395 
Accumulated other comprehensive gain
   10,523   22,370 
Treasury stock, at cost
   (170,422  (159,139
   
 
 
  
 
 
 
TOTAL SHAREHOLDERS’ EQUITY
   4,393,713   4,297,620 
   
 
 
  
 
 
 
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY
  $27,190,926  $26,184,247 
   
 
 
  
 
 
 
See notes to consolidated unaudited financial statements.

4

CONSOLIDATED STATEMENTS OF INCOME (Unaudited)

UNITED BANKSHARES, INC. AND SUBSIDIARIES

(Dollars in thousands, except per share data)

   Three Months Ended   Nine Months Ended 
   September 30   September 30 
   2017   2016   2017  2016 

Interest income

       

Interest and fees on loans

  $155,819   $112,273   $405,660  $314,936 

Interest on federal funds sold and other short-term investments

   4,874    1,107    11,345   2,371 

Interest and dividends on securities:

       

Taxable

   9,406    8,764    26,226   24,728 

Tax-exempt

   1,484    993    4,057   2,685 
  

 

 

   

 

 

   

 

 

  

 

 

 

Total interest income

   171,583    123,137    447,288   344,720 

Interest expense

       

Interest on deposits

   14,227    7,723    35,281   21,278 

Interest on short-term borrowings

   430    553    1,149   1,132 

Interest on long-term borrowings

   6,650    3,792    16,717   10,232 
  

 

 

   

 

 

   

 

 

  

 

 

 

Total interest expense

   21,307    12,068    53,147   32,642 
  

 

 

   

 

 

   

 

 

  

 

 

 

Net interest income

   150,276    111,069    394,141   312,078 

Provision for loan losses

   7,279    6,988    21,429   18,690 
  

 

 

   

 

 

   

 

 

  

 

 

 

Net interest income after provision for loan losses

   142,997    104,081    372,712   293,388 

Other income

       

Fees from trust and brokerage services

   5,052    4,891    14,683   14,552 

Fees from deposit services

   8,744    8,306    24,978   24,669 

Bankcard fees and merchant discounts

   1,332    1,551    3,432   3,754 

Other service charges, commissions, and fees

   535    500    1,533   1,725 

Income from bank-owned life insurance

   1,403    2,541    3,878   4,913 

Income from mortgage banking activities

   20,385    982    43,597   2,499 

Other income

   311    249    1,626   1,050 

Total other-than-temporary impairment losses

   0    0    (60  339 

Portion of loss recognized in other comprehensive income

   0    0    0   (372
  

 

 

   

 

 

   

 

 

  

 

 

 

Net other-than-temporary impairment losses

   0    0    (60  (33

Net gains on sales/calls of investment securities

   467    1    5,214   251 
  

 

 

   

 

 

   

 

 

  

 

 

 

Net investment securities gains

   467    1    5,154   218 
  

 

 

   

 

 

   

 

 

  

 

 

 

Total other income

   38,229    19,021    98,881   53,380 

Other expense

       

Employee compensation

   44,308    24,213    123,240   69,123 

Employee benefits

   9,578    7,483    27,372   21,380 

Net occupancy expense

   9,364    6,919    30,061   20,945 

Other real estate owned (OREO) expense

   2,713    1,342    4,651   4,654 

Equipment expense

   3,057    2,097    7,493   6,162 

Data processing expense

   5,597    3,857    14,971   11,004 

Bankcard processing expense

   449    480    1,356   1,283 

FDIC insurance expense

   1,540    2,086    5,062   6,341 

Other expense

   20,046    14,300    57,425   44,796 
  

 

 

   

 

 

   

 

 

  

 

 

 

Total other expense

   96,652    62,777    271,631   185,688 
  

 

 

   

 

 

   

 

 

  

 

 

 

Income before income taxes

   84,574    60,325    199,962   161,080 

Income taxes

   27,836    18,846    67,356   53,103 
  

 

 

   

 

 

   

 

 

  

 

 

 

Net income

  $56,738   $41,479   $132,606  $107,977 
  

 

 

   

 

 

   

 

 

  

 

 

 

(Dollars in thousands, except per share data)  Three Months Ended
June 30
   Six Months Ended
June 30
 
   
2021
  
2020
   
2021
  
2020
 
Interest income
                  
Interest and fees on loans
  $182,741  $179,311   $371,414  $338,165 
Interest on federal funds sold and other short-term investments
   1,757   1,868    3,650   5,833 
Interest and dividends on securities:
                  
Taxable
   13,846   16,241    27,372   33,210 
Tax-exempt
   1,842   1,297    3,407   1,991 
   
 
 
  
 
 
   
 
 
  
 
 
 
Total interest income
   200,186   198,717    405,843   379,199 
Interest expense
                  
Interest on deposits
   11,012   19,249    22,997   46,726 
Interest on short-term borrowings
   182   196    360   654 
Interest on long-term borrowings
   2,475   8,670    5,009   19,699 
   
 
 
  
 
 
   
 
 
  
 
 
 
Total interest expense
   13,669   28,115    28,366   67,079 
   
 
 
  
 
 
   
 
 
  
 
 
 
Net interest income
   186,517   170,602    377,477   312,120 
Provision for credit losses
   (8,879  45,911    (8,736  73,030 
   
 
 
  
 
 
   
 
 
  
 
 
 
Net interest income after provision for credit losses
   195,396   124,691    386,213   239,090 
Other income
                  
Fees from trust services
   4,193   3,261    7,956   6,744 
Fees from brokerage services
   3,654   2,651    7,977   5,567 
Fees from deposit services
   9,396   8,055    18,292   16,012 
Bankcard fees and merchant discounts
   1,368   718    2,432   1,711 
Other service charges, commissions, and fees
   775   610    1,534   1,128 
Income from bank-owned life insurance
   1,658   1,291    3,061   3,679 
Income from mortgage banking activities
   36,943   68,213    102,338   85,844 
Mortgage loan servicing income
   2,386   1,534    4,741   1,534 
Net investment securities gains 
   24   1,510    2,633   1,706 
Other income
   2,449   547    4,455   1,271 
   
 
 
  
 
 
   
 
 
  
 
 
 
Total other income
   62,846   88,390    155,419   125,196 
Other expense
                  
Employee compensation
   68,557   68,664    140,969   113,205 
Employee benefits
   14,470   12,779    29,920   23,565 
Net occupancy expense
   10,101   10,318    21,042   19,380 
Other real estate owned (“OREO”) expense
   372   607    3,997   1,513 
Equipment expense
   5,830   5,004    11,874   8,849 
Data processing expense
   6,956   15,926    13,982   21,432 
Mortgage loan servicing expense and impairment
   3,599   2,510    6,776   2,648 
Bankcard processing expense
   478   392    878   869 
FDIC insurance expense
   1,800   2,782    3,800   5,182 
Other expense
   26,788   30,392    54,640   53,864 
   
 
 
  
 
 
   
 
 
  
 
 
 
Total other expense
   138,951   149,374    287,878   250,507 
   
 
 
  
 
 
   
 
 
  
 
 
 
Income before income taxes
   119,291   63,707    253,754   113,779 
Income taxes
   24,455   11,021    52,020   20,910 
   
 
 
  
 
 
   
 
 
  
 
 
 
Net income
  $94,836  $52,686   $201,734  $92,869 
   
 
 
  
 
 
   
 
 
  
 
 
 
5

CONSOLIDATED STATEMENTS OF INCOME (Unaudited) - continued

UNITED BANKSHARES, INC. AND SUBSIDIARIES

(Dollars in thousands, except per share data)

   Three Months Ended   Nine Months Ended 
   September 30   September 30 
   2017   2016   2017   2016 

Earnings per common share:

        

Basic

  $0.54   $0.54   $1.39   $1.49 
  

 

 

   

 

 

   

 

 

   

 

 

 

Diluted

  $0.54   $0.54   $1.39   $1.48 
  

 

 

   

 

 

   

 

 

   

 

 

 

Dividends per common share

  $0.33   $0.33   $0.99   $0.99 
  

 

 

   

 

 

   

 

 

   

 

 

 

Average outstanding shares:

        

Basic

   104,760,153    76,218,573    95,040,664    72,413,246 

Diluted

   105,068,122    76,647,773    95,450,626    72,746,363 

(Dollars in thousands, except per share data)
  
Three Months Ended

June 30
   
Six Months Ended

June 30
 
   
2021
   
2020
   
2021
   
2020
 
Earnings per common share:
                    
Basic
  $0.73   $0.44   $1.56   $0.84 
   
 
 
   
 
 
   
 
 
   
 
 
 
Diluted
  $0.73   $0.44   $1.56   $0.84 
   
 
 
   
 
 
   
 
 
   
 
 
 
Average outstanding shares:
                    
Basic
   128,750,851    119,823,652    128,693,616    110,559,363 
Diluted
   129,033,988    119,887,823    128,946,280    110,624,976 
See notes to consolidated unaudited financial statements

6

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Unaudited)

UNITED BANKSHARES, INC. AND SUBSIDIARIES

(Dollars in thousands)

   Three Months Ended  Nine Months Ended 
   September 30  September 30 
   2017   2016  2017   2016 

Net income

  $56,738   $41,479  $132,606   $107,977 

Change in net unrealized gain (loss) onavailable-for-sale (AFS)
securities, net of tax

   1,964    (4,865  8,443    7,944 

Accretion of the net unrealized loss on the transfer of AFS securities toheld-to-maturity (HTM) securities, net of tax

   2    2   4    4 

Change in pension plan assets, net of tax

   717    777   2,107    2,235 
  

 

 

   

 

 

  

 

 

   

 

 

 

Comprehensive income, net of tax

  $59,421   $37,393  $143,160   $118,160 
  

 

 

   

 

 

  

 

 

   

 

 

 

(Dollars in thousands)
  
Three Months Ended
June 30
  
Six Months Ended
June 30
 
   
2021
  
2020
  
2021
  
2020
 
Net income
  $94,836  $52,686  $201,734  $92,869 
Change in net unrealized gain
(loss) 
on
available-for-sale
(“AFS”) securities, net of tax
   13,837   27,834   (22,528  45,420 
Change in net unrealized
(loss)
 gain
on cash flow hedge, net of tax
   (6,044  (1,272  8,943   (1,272
Change in pension plan assets, net of tax
   869   1,113   1,738   2,225 
   
 
 
  
 
 
  
 
 
  
 
 
 
Comprehensive income, net of tax
  $103,498  $80,361  $189,887  $139,242 
   
 
 
  
 
 
  
 
 
  
 
 
 
See notes to consolidated unaudited financial statements
7

CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS’ EQUITY (Unaudited)

UNITED BANKSHARES, INC. AND SUBSIDIARIES

(Dollars in thousands, except per share data)

   Nine Months Ended September 30, 2017 
                 Accumulated       
   Common Stock         Other     Total 
       Par      Retained  Comprehensive  Treasury  Shareholders’ 
   Shares   Value   Surplus  Earnings  Income (Loss)  Stock  Equity 

Balance at January 1, 2017

   81,068,252   $202,671   $1,205,778  $872,990  ($44,717 ($975 $2,235,747 

Comprehensive income:

          

Net income

   0    0    0   132,606   0   0   132,606 

Other comprehensive income, net of tax:

   0    0    0   0   10,554   0   10,554 
          

 

 

 

Total comprehensive income, net of tax

           143,160 

Stock based compensation expense

   0    0    2,589   0   0   0   2,589 

Acquisition of Cardinal Financial Corporation (23,690,589 shares)

   23,690,589    59,226    916,028   0   0   0   975,254 

Purchase of treasury stock (82 shares)

   0    0    0   0   0   (1  (1

Distribution of treasury stock from deferred compensation plan (28 shares)

   0    0    0   0   0   1   1 

Cash dividends ($0.99 per share)

   0      0   (96,040  0   0   (96,040

Grant of restricted stock (89,475 shares)

   89,475    224    (224  0   0   0   0 

Forfeiture of restricted stock (420 shares)

   0    0    19   0   0   (19  0 

Common stock options exercised (163,562 shares)

   163,562    409    2,724   0   0   0   3,133 
  

 

 

   

 

 

   

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Balance at September 30, 2017

   105,011,878   $262,530   $2,126,914  $909,556  ($34,163 ($994 $3,263,843 
  

 

 

   

 

 

   

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

(Dollars in thousands, except per share data)
                 
   
Six Months Ended June 30, 2021
 
   
Common Stock
   
Surplus
  
Retained

Earnings
  
Accumulated
Other

Comprehensive

Income (Loss)
  
Treasury

Stock
  
Total

Shareholders’

Equity
 
   
Shares
   
Par

Value
 
 
Balance at January 1, 2021
   133,809,374   $334,523   $2,894,471  $1,205,395  $22,370  $(159,139 $4,297,620 
Comprehensive income:
                               
Net income
   0    0    0   106,898   0   0   106,898 
Other comprehensive income, net of tax
   0    0    0   0   (20,509  0   (20,509
                             
 
 
 
Total comprehensive income, net of tax
                             86,389 
Stock based compensation expense
   0    0    1,688   0   0   0   1,688 
Purchase of treasury stock (339,229 shares)
   0    0    0   0   0   (11,210  (11,210
Cash dividends ($0.35 per share)
   0    0    0   (45,254  0   0   (45,254
Grant of restricted stock (180,901 shares)
   180,901    452    (452  0   0   0   0 
Common stock options exercised (145,621 shares)
   145,621    365    3,100   0   0   0   3,465 
   
 
 
   
 
 
   
 
 
  
 
 
  
 
 
  
 
 
  
 
 
 
        
Balance at March 31, 2021
   134,135,896    335,340    2,898,807   1,267,039   1,861   (170,349  4,332,698 
Comprehensive income:
                               
Net income
   0    0    0   94,836   0   0   94,836 
Other comprehensive income, net of tax
   0    0    0   0   8,662   0   8,662 
                             
 
 
 
Total comprehensive income, net of tax
                             103,498 
Stock based compensation expense
   0    0    1,892   0   0   0   1,892 
Cash dividends ($0.35 per share)
   0    0    0   (45,268  0   0   (45,268
Stock grant forfeiture (1,971 shares)
   0    0    73   0   0   (73  0 
Grant of restricted stock (1,443 shares)
   1,443    4    (4  0   0   0   0 
Common stock options exercised (28,324 shares)
   28,324    70    823   0   0   0   893 
   
 
 
   
 
 
   
 
 
  
 
 
  
 
 
  
 
 
  
 
 
 
        
Balance at June 30, 2021
   134,165,663   $335,414   $2,901,591  $1,316,607  $10,523  $(170,422 $4,393,713 
   
 
 
   
 
 
   
 
 
  
 
 
  
 
 
  
 
 
  
 
 
 
See notes to consolidated unaudited financial statements.

8

CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS’ EQUITY
UNITED BANKSHARES, INC. AND SUBSIDIARIES
(Dollars in thousands, except per share data)
                 
   
Six Months Ended June 30, 2020
 
   
Common Stock
   
Surplus
  
Retained

Earnings
  
Accumulated
Other

Comprehensive

Income (Loss)
  
Treasury

Stock
  
Total

Shareholders’

Equity
 
   
Shares
   
Par

Value
 
 
Balance at January 1, 2020
   105,494,290   $263,736   $2,140,175  $1,132,579  $(34,869 $(137,788 $3,363,833 
Cumulative effect of adopting Accounting Standard Update
2016-13
   0    0    0   (44,331  0   0   (44,331
Comprehensive income:
                               
Net income
   0    0    0   40,183   0   0   40,183 
Other comprehensive income, net of tax
   0    0    0   0   18,698   0   18,698 
                             
 
 
 
Total comprehensive income, net of tax
                             58,881 
Stock based compensation expense
   0    0    1,253   0   0   0   1,253 
Purchase of treasury stock (19,314 shares)
   0    0    0   0   0   (608  (608
Cash dividends ($0.35 per share)
   0    0    0   (35,604  0   0   (35,604
Grant of restricted stock (175,495 shares)
   175,495    439    (439  0   0   0   0 
Forfeiture of restricted stock (946 shares)
   0    0    35   0   0   (35  0 
Common stock options exercised (14,694 shares)
   14,694    36    242   0   0   0   278 
   
 
 
   
 
 
   
 
 
  
 
 
  
 
 
  
 
 
  
 
 
 
Balance at March 31, 2020
   105,684,479    264,211    2,141,266   1,092,827   (16,171  (138,431  3,343,702 
Comprehensive income:
                               
Net income
   0    0    0   52,686   0   0   52,686 
Other comprehensive income, net of tax
   0    0    0   0   27,675   0   27,675 
                             
 
 
 
Total comprehensive income, net of tax
                             80,361 
Stock based compensation expense
   0    0    1,369   0   0   0   1,369 
Acquisition of Carolina Financial Corporation (28,031,501 shares)
   28,031,501    70,079    747,751   0   0   0   817,830 
Purchase of treasury stock (6 shares)
   0    0    0   0   0   0   0 
Cash dividends ($0.35 per share)
   0    0    0   (45,416  0   0   (45,416
Common stock options exercised (300 shares)
   300    1    8   0   0   0   9 
   
 
 
   
 
 
   
 
 
  
 
 
  
 
 
  
 
 
  
 
 
 
Balance at June 30, 2020
   133,716,280   $334,291   $2,890,394  $1,100,097  $11,504  $(138,431 $4,197,855 
   
 
 
   
 
 
   
 
 
  
 
 
  
 
 
  
 
 
  
 
 
 
See notes to consolidated unaudited financial statements.
9

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)

UNITED BANKSHARES, INC. AND SUBSIDIARIES

(Dollars in thousands)

   Nine Months Ended 
   September 30 
   2017  2016 

NET CASH PROVIDED BY OPERATING ACTIVITIES

  $125,151  $125,948 

INVESTING ACTIVITIES

   

Proceeds from maturities and calls of securities held to maturity

   12,929   5,039 

Proceeds from sales of securities available for sale

   245,065   103,411 

Proceeds from maturities and calls of securities available for sale

   386,496   264,834 

Purchases of securities available for sale

   (630,061  (385,030

Purchases of bank premises and equipment

   (11,115  (4,150

Proceeds from sales of bank premises and equipment

   13   229 

Purchases of other investment securities

   (51,941  (61,193

Proceeds from sales and redemptions of other investment securities

   14,393   47,285 

Proceeds from the sales of OREO properties

   4,908   15,435 

Acquisition of subsidiaries, net of cash paid

   44,531   29,330 

Net change in loans

   369,233   (111,723
  

 

 

  

 

 

 

NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES

   384,451   (96,533
  

 

 

  

 

 

 

FINANCING ACTIVITIES

   

Cash dividends paid

   (86,709  (71,129

Acquisition of treasury stock

   (1  (1

Proceeds from exercise of stock options

   3,296   4,668 

Repayment of long-term Federal Home Loan Bank borrowings

   (845,207  (725,077

Proceeds from issuance of long-term Federal Home Loan Bank borrowings

   815,000   795,000 

Distribution of treasury stock for deferred compensation plan

   1   1 

Changes in:

   

Deposits

   (269,742  265,183 

Federal funds purchased, securities sold under agreements to repurchase and other short-term borrowings

   186,270   (36,889
  

 

 

  

 

 

 

NET CASH (USED IN) PROVIDED BY FINANCING ACTIVITIES

   (197,092  231,756 
  

 

 

  

 

 

 

Increase in cash and cash equivalents

   312,510   261,171 

Cash and cash equivalents at beginning of year

   1,434,527   857,335 
  

 

 

  

 

 

 

Cash and cash equivalents at end of period

  $1,747,037  $1,118,506 
  

 

 

  

 

 

 

Supplemental information

   

Noncash investing activities:

   

Transfers of loans to OREO

  $3,829  $19,228 

(Dollars in thousands)
       
   
Six Months Ended

June 30
 
   
2021
  
2020
 
NET CASH PROVIDED BY OPERATING ACTIVITIES
  $351,959  $72,099 
   
INVESTING ACTIVITIES
         
Proceeds from maturities and calls of securities held to maturity
   215   210 
Proceeds from sales of securities available for sale
   39,294   164,850 
Proceeds from maturities and calls of securities available for sale
   361,699   248,856 
Purchases of securities available for sale
   (759,335  (159,548
Proceeds from sales of equity securities
   1,250   1,042 
Purchases of equity securities
   (1,305  (514
Proceeds from sales and redemptions of other investment securities
   7,558   97,177 
Purchases of other investment securities
   (14,199  (110,191
Purchases
of bank-owned life insurance policies
   (50,000  0 
Redemption of bank-owned life insurance policies
   0   1,186 
Purchases of bank premises and equipment
   (6,537  (6,831
Proceeds from sales of bank premises and equipment
   1,560   278 
Proceeds from the sales of OREO properties
   2,703   5,106 
Acquisition of Carolina Financial Corporation, net of cash paid
   0   629,107 
Net change in loans
   710,855   (1,028,035
   
 
 
  
 
 
 
NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES
   293,758   (157,307
   
 
 
  
 
 
 
FINANCING ACTIVITIES
         
Cash dividends paid
   (90,715  (71,862
Acquisition of treasury stock
   (11,210  (608
Proceeds from exercise of stock options
   4,361   288 
Repayment of long-term Federal Home Loan Bank borrowings
   (550,000  (828,000
Proceeds from issuance of long-term Federal Home Loan Bank borrowings
   500,000   250,000 
Changes in:
         
Deposits
   984,730   2,159,196 
Federal funds purchased, securities sold under agreements to repurchase and other short-term borrowings
   (14,555  (198,486
   
 
 
  
 
 
 
NET CASH PROVIDED BY FINANCING ACTIVITIES
   822,611   1,310,528 
   
 
 
  
 
 
 
Increase in cash and cash equivalents
   1,468,328   1,225,320 
Cash and cash equivalents at beginning of year
   2,209,068   837,493 
   
 
 
  
 
 
 
Cash and cash equivalents at end of period
  $3,677,396  $2,062,813 
   
 
 
  
 
 
 
Supplemental information
         
Noncash investing activities:
         
Transfers of loans to OREO
  $2,261  $18,925 
Acquisition of Carolina Financial:
         
Assets acquired, net of cash
   (7,190  4,173,843 
Liabilities assumed
   6,002   4,301,885 
Goodwill
   13,192   316,765 
See notes to consolidated unaudited financial statements
.

10

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

UNITED BANKSHARES, INC. AND SUBSIDIARIES

1.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

The accompanying unaudited consolidated interim financial statements of United Bankshares, Inc. and Subsidiaries (“United” or “the Company”) have been prepared in accordance with accounting principles for interim financial information generally accepted in the United States (GAAP)(“GAAP”) and with the instructions for Form
10-Q
and Article 10 of Regulation
S-X.
Accordingly, the financial statements do not contain all of the information and footnotes required by accounting principles generally accepted in the United States. In preparing the consolidated financial statements, management is required to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates. The financial statements presented as of SeptemberJune 30, 20172021 and 20162020 and for the three-month and nine-month
six-month
periods then ended have not been audited. The consolidated balance sheet as of December 31, 20162020 has been extracted from the audited financial statements included in United’s 20162020 Annual Report to Shareholders. The accounting and reporting policies followedNotes to Consolidated Financial Statements appearing in the presentation of these financial statements are consistent with those applied in the preparation of the 2016United’s 2020 Annual Report of United on Form10-K. To conform to the 2017 presentation, certain reclassifications have been made to prior period amounts,
10-K,
which had no impact on net income, comprehensive income, or stockholders’ equity.includes descriptions of significant accounting policies, should be read in conjunction with these interim financial statements. In the opinion of management, allany adjustments necessary for a fair presentation of financial position and results of operations for the interim periods have been made. Such adjustments are of a normal and recurring nature.

The accompanying consolidated interim financial statements include the accounts of United and its wholly owned subsidiaries. United considers all of its principaloperates in two business activities to be bank related.segments: community banking and mortgage banking. All significant intercompany accounts and transactions have been eliminated in the consolidated financial statements. Dollars areInformation is presented in these notes to the unaudited consolidated interim financial statements with dollars expressed in thousands, except per share or unless otherwise noted.

New Accounting Standards

In January 2021, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”)
No. 2021-01,
“Reference Rate Reform (Topic 848).” This update refines the scope of ASC Topic 848 and permits entities to elect certain optional expedients and exceptions when accounting for derivative contracts and certain hedging relationships affected by change in the interest rates used for discounting cash flows, for computing variation margin settlements, and for calculating price alignment interest in connection with reference rate reform activities under way in global financial markets. ASU
No. 2021-01
is effective for public business entities upon issuance through December 31, 2022. United is implementing a transition plan to identify and modify its loans and other financial instruments with attributes that are either directly or indirectly influenced by LIBOR. The Company is assessing ASU
No. 2021-01
and its impact on the Company’s transition away from LIBOR for its loan and other financial instruments.
In August 2017,2020, the FASB issued ASU
No. 2017-12, “Targeting Improvement to Accounting2020-06,
“Debt – Debt with Conversion and Other Options (Subtopic
470-20)
and Derivatives and Hedging – Contracts in Entity’s Own Equity (Subtopic
815-40).”
The amendments in the ASU remove certain separation models for Hedging Activities.” Thisconvertible debt instruments and convertible preferred stock that require the separation of a convertible debt instrument into a debt component and an equity or derivative component. The ASU also amends ASC 815 and its objectives are to improve the transparency and understandability of information conveyed to financial statement users aboutderivative scope exception guidance for contracts in an entity’s risk management activitiesown equity. The amendments remove three settlement conditions that are required for equity contracts to qualify for the derivative scope exception. In addition, the ASU expands disclosure requirements for convertible instruments and simplifies areas of the guidance for diluted
earnings-per-share
calculations that are impacted by better aligning the entity’s financial reporting for hedging relationships with those risk management activities and reduce the complexity and simplify the application of hedge accounting by preparers.amendments. ASU
No. 2017-122020-06
is effective for interim and annual reporting periodspublic business entities for fiscal years beginning after December 15, 2018; early adoption is permitted.2021, including interim periods within those fiscal years. Entities may elect to adopt the amendments through either a modified retrospective method of transition or a fully retrospective method of transition. ASU
No. 2017-122020-06
is not expected to have a material impact on the Company’s financial condition or results of operations.

11

In July 2017,March 2020, the FASB issued ASU
No. 2017-11, “Part I, Accounting for Certain Financial Instruments with Down Round Features and Part II, Replacement2020-04,
“Facilitation of the Indefinite DeferralEffects of Reference Rate Reform on Financial Reporting.” The ASU provides “optional expedients and exceptions for Mandatorily Redeemable Financial Instruments of Certain Nonpublic Enticesapplying generally accepted accounting principles under ASC Topic 848 to contract modifications and Certain Mandatorily Redeemable Noncontrolling interests with a Scope Exception.hedging relationships, subject to meeting certain criteria, that reference LIBOR or another reference rate expected to be discontinued.Part I of this ASU simplifies the accounting for financial instruments that include down round features while the amendments in Part II, which do not have an accounting effect, address the difficulty of navigating the guidance in ASC 480, “Distinguishing Liabilities from Equity”, due to the existence of extensive pending content in the Codification. ASU
No. 2017-112020-04
is effective for public business entities on March 12, 2020 through December 31, 2022. United is implementing a transition plan to identify and modify its loans and other financial instruments with attributes that are either directly or indirectly influenced by LIBOR. The Company is assessing ASU
No. 2020-04
and its impact on the Company’s transition away from LIBOR for its loan and other financial instruments.
In January 2020, the FASB issued ASU
No. 2020-01,
“Investments—Equity Securities (Topic 321), Investments—Equity Method and Joint Ventures (Topic 323), and Derivatives and Hedging (Topic 815)—Clarifying the Interactions between Topic 321, Topic 323, and Topic 815.” The new guidance addresses accounting for the transition into and out of the equity method and measuring certain purchased options and forward contracts to acquire investments. ASU
No. 2020-01
is effective for public companies for fiscal years, and interim and annual reportingfiscal periods within those fiscal years, beginning after December 15, 2018;2020; early adoption is permitted. ASU
No. 2017-11 is not expected to have a material impact on the Company’s financial condition or results of operations.

In May 2017, the FASB issued ASUNo. 2017-09, “Stock Compensation, Scope of Modification Accounting.” This ASU clarifies when changes to the terms of conditions of a share-based payment award must be accounted for as

modifications. Companies will apply the modification accounting guidance if the value, vesting conditions or classification of the award changes. The new guidance should reduce diversity in practice and result in fewer changes to the terms of an award being accounted for as modifications, as the guidance will allow companies to make certainnon-substantive changes to awards without accounting for them as modifications. It does not change the accounting for modifications. ASUNo. 2017-09 is effective for interim and annual reporting periods beginning after December 15, 2017; early adoption is permitted. ASUNo. 2017-09 is not expected to have a material impact on the Company’s financial condition or results of operations.

In March 2017, the FASB issued ASU2017-07, “Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost.” ASU2017-07 amends ASC 715, “Compensation - Retirement Benefits” and will change how employers that sponsor defined benefit pension and/or other postretirement benefit plans present the net periodic benefit cost in the income statement. Employers will present the service cost component of net periodic benefit cost in the same income statement line item as other employee compensation costs arising from services rendered during the period. Only the service cost component will be eligible for capitalization in assets. Employers will present the other components of the net periodic benefit cost separately from the line item that includes the service cost and outside of any subtotal of operating income, if one is presented. These components will not be eligible for capitalization in assets. ASU2017-07 is effective for2020-01

was adopted by United on January 1, 2018, with early adoption permitted. Management is currently evaluating the possible impact this standard may have on the Company’s financial condition or results of operations.

In January 2017, the FASB issued ASU2017-04, “Intangibles – Goodwill and Other (topic 350).” ASU2017-04 eliminates the requirement to calculate the implied fair value of goodwill to measure a goodwill impairment charge. Instead, entities will record an impairment charge based on the excess of a reporting unit’s carrying amount over its fair value. ASU2017-04 is effective for United on January 1, 2020, with early adoption permitted, and management is currently evaluating the possible impact this standard may have on the Company’s financial condition or results of operations.

In January 2017, the FASB issued ASU2017-01, “Business Combinations (Topic 805): Clarifying the Definition of a Business.” ASU2017-01 changes the definition of a business to assist entities with evaluation when a set of transferred assets and activities is a business. The guidance requires an entity to evaluate if substantially all of the fair value of the gross assets acquired is concentrated in a single identifiable asset or a group of similar identifiable assets. The guidance also requires a business to include at least one substantive process and narrows the definition of outputs by more closely aligning it with how outputs are described in ASC 606. ASU2017-01 is effective for United on January 1, 2018, with early adoption permitted, and management is currently evaluating the possible impact this standard may have on the Company’s financial condition or results of operations.

In August 2016, the FASB issued ASU2016-15, “Classification of Certain Cash Receipts and Cash Payments.” ASU2016-15 amends ASC topic 230 to add and clarify guidance on the classification of certain cash receipts and payments in the statement of cash flows as a result of diversity in practice and in certain circumstances, financial statement restatements. Entities should apply ASU2016-15 using a retrospective transition method to each period presented. ASU2016-15 is effective for United on January 1, 2018, with early adoption permitted, and management is currently evaluating the possible impact this standard may have on the Company’s financial condition or results of operations.

In June 2016, the FASB issued ASU2016-13, “Financial Instruments – Credit Losses.” ASU2016-13 changes the impairment model for most financial assets and certain other instruments that aren’t measured at fair value through net income. The standard will replace today’s “incurred loss” approach with an “expected loss” model for instruments measured at amortized cost and require entities to record allowances foravailable-for-sale debt securities rather than reduce the carrying amount under the current other-than-temporary impairment (OTTI) model. ASU2016-13 also simplifies the accounting model for purchased credit-impaired debt securities and loans. Entities will apply the standard’s provisions as a cumulative-effect adjustment to retained earnings as of the beginning of the first reporting

period in which the guidance is effective. ASU2016-13 is effective for United on January 1, 2020, with early adoption permitted, and management is currently evaluating the possible impact this standard may have on the Company’s financial condition or results of operations.

In March 2016, the FASB issued ASU2016-09, “Compensation-Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting.” United adopted ASU2016-09 on January 1, 2017 utilizing the modified retrospective method. ASU2016-09 changes certain aspects of accounting for share-based payments to employees. The new guidance, amongst other things, requires all income tax effects of awards to be recognized in the income statement when the awards vest or are settled. The requirement to report those income tax effects in earnings was applied to settlements occurring on or after January 1, 2017 and the impact of applying that guidance reduced reporting income tax expense by $146 and $960 for the three and nine months ended September 30, 2017, respectively. ASU2016-09 also allows an employer to repurchase more of an employee’s shares than it could previously for tax withholding purposes without triggering liability accounting and make a policy election to account for forfeitures as they occur. The Company will continue to estimate the number of awards expected to be forfeited and adjust the estimate when it is no longer probable that the employee will fulfill the service condition, as was previously required. ASU2016-09 also requires that all incometax-related cash flows resulting from share-based payments be reported as operating activities in the statement of cash flows. Previously, income tax benefits at settlement of an award were reported as a reduction to operating cash flows and an increase to financing cash flows to the extent that those benefits exceeded the income tax benefits reported in earnings during the award’s vesting period. United elected to apply that change in cash flow classification on a retrospective basis, which resulted in an $2,083 increase to net cash from operating activities and a corresponding decrease to net cash from financing activities in the accompanying Consolidated Statement of Cash Flows for the first nine months of 2016. The recognition of excess tax benefits and deficiencies in the income statement was adopted prospectively.2021. The adoption of ASU2016-09 did not have a material impact on the Company’s financial condition or results of operations.

In February 2016,August 2018, the FASB issued ASU2016-02, “Leases
No. 2018-14
“Compensation – Retirement Benefits
-
Defined Benefits – General (Topic 842)
715-20):
Disclosure Framework
 – 
Changes to the Disclosure Requirements for Defined Benefit Plans.. ASU2016-02 includes a lessee accounting model that recognizes two types This update amends ASC Topic 715 to add, remove, and clarify disclosure requirements related to defined benefit pension and other post retirement plans. The ASU’s changes related to disclosures are part of leases, finance leases and operating leases, while lessor accounting will remain largely unchanged from the current GAAP.FASB’s disclosure framework project, which the FASB launched in 2014 to improve effectiveness of disclosures in notes to financial statements. ASU2016-02 requires, amongst other things, that a lessee recognize on the balance sheet aright-of-use asset and a lease liability for leases with terms of more than twelve months. The recognition, measurement, and presentation of expenses and cash flows arising from a lease by a lessee will depend on its classification as a finance or operating lease. ASU2016-02
No. 2018-14
is effective for public companies for fiscal years, and interim fiscal periods within those fiscal years, beginning after December 15, 2020; early adoption is permitted. ASU
No. 2018-14
was adopted by United on January 1, 2019 and management is currently evaluating the impact this standard may have on the Company’s financial condition or results of operations.

In January 2016, the FASB issued ASU2016-01, “Financial Instruments Overall: Recognition and Measurement of Financial Assets and Financial Liabilities.” ASU2016-01 makes changes to the classification and measurement of investments in equity securities, the presentation of certain fair value changes for financial liabilities measured at fair value under the fair value option and disclosure of fair value of instruments. In addition, ASU2016-01 clarifies guidance related to the valuation allowance assessment when recognizing deferred tax assets resulting from unrealized losses onavailable-for-sale debt securities. ASU2016-01 is effective for United on January 1, 2018 and is2021. The adoption did not expected to have a significantmaterial impact on the Company’s financial condition or results of operations.

In May 2014, the FASB issued ASU2014-09, “Revenue from Contracts with Customers (Topic 606).” ASU2014-09 supersedes the revenue recognition requirements in ASC topic 605, “Revenue Recognition”, and most industry-specific guidance throughout the ASC. The amendments require an entity to recognize revenue upon the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods and services. The new revenue recognition standard sets forth a five step principle-based approach for determining revenue recognition. ASU2014-09 will be effective for United on January 1, 2018. The Company intends to adopt the amendments of ASU2014-09 beginning January 1, 2018 through the modified-retrospective transition method with a cumulative effect adjustment to opening retained earnings. The

Company’s revenue is comprised of net interest income and noninterest income. As the standard does not apply to revenue associated with financial instruments, net interest income and gains and losses from securities are not impacted by the standard. Thus far, we have identified revenue streams within the scope of the guidance and analyzed those revenue streams to determine the impact of the standard. We have reviewed and evaluated a number of revenue contracts to determine the impact the new recognition methods will have on revenue recognition. Based on this review, ASU2014-09 may require the Company to change how it recognizes certain recurring revenue streams related to noninterest income including fees from trust and brokerage services. Although we currently do not expect this standard to have a material impact on the timing or amount of revenue, we are still assessing the potential impact on the Company’s consolidated financial statements.

2. MERGERS AND ACQUISITIONS

Cardinal

Community Bankers Trust Corporation
On June 2, 2021, United entered into an Agreement and Plan of Reorganization (the “Community Bankers Trust Agreement”) with Community Bankers Trust Corporation (“Community Bankers Trust”), a Virginia corporation headquartered in Richmond, Virginia. In accordance with the Community Bankers Trust Agreement, Community Bankers Trust
will
merge with and into United (the “Community Bankers Trust Merger”). Community Bankers Trust will cease to exist and United shall survive and continue to exist as a West Virginia corporation. United may at any time prior to the effective time of the Community Bankers Trust Merger change the method of effecting the combination with Community Bankers Trust subject to certain conditions contained in the Community Bankers Trust Agreement.
The Community Bankers Trust Agreement provides that upon consummation of the Community Bankers Trust Merger, each outstanding share of common stock of Community Bankers Trust will be converted into the right to receive 0.3173 shares of United common stock, par value $2.50 per share. Pursuant to the Community Bankers Trust Agreement, at the effective time of the Community Bankers Trust Merger, each outstanding Community Bankers Trust stock option granted under a Community Bankers Trust stock plan, whether vested or unvested as of the date of the Community Bankers Trust Agreement,
will
vest only as provided pursuant to the terms of such Community Bankers Trust stock plan and convert into an option to acquire United common stock adjusted based on the 0.3173 exchange ratio. Also, at the effective time of the Community Bankers Trust Merger, each restricted stock unit granted under a Community Bankers Trust stock plan that is outstanding immediately prior to the effective time of the Community Bankers Trust Merger
will
vest only in accordance with the formula and other terms of the Community Bankers Trust stock plan and convert into the right to receive shares of United common stock based on the 0.3173 exchange ratio.
At the effective time of the Community Bankers Trust Merger, Essex Bank, a wholly-owned subsidiary of Community Bankers Trust, will merge with and into United Bank, a wholly-owned subsidiary of United (the “Essex Bank Merger”). United Bank will survive the Essex Bank Merger and continue to exist as a Virginia banking corporation.
12

The acquisition of Community Bankers Trust will enhance United’s existing presence in the DC Metro MSA and will take United into new markets including Baltimore, Annapolis, Lynchburg, Richmond, and the Northern Neck of Virginia. It also strategically connects our
Mid-Atlantic
and Southeast footprints.
As of June 30, 2021, Community Bankers Trust had $1,754,213 in total assets, $1,209,784 in gross loans and $1,488,828 in deposits.
The merger agreement
was
approved by the boards of directors of both companies. The merger is expected to close in the fourth quarter of 2021, subject to satisfaction of customary closing conditions, including receipt of customary regulatory approvals and approval by the shareholders of Community Bankers Trust.
Carolina Financial Corporation

On April 21, 2017 (Cardinal May 1, 2020 (“Acquisition Date)Date”), United acquired 100% of the outstanding shares of Carolina Financial Corporation (“Carolina Financial”), a Delaware corporation headquartered in Charleston, South Carolina. Carolina Financial was merged with and into United (the “Carolina Financial Merger”), pursuant to the terms of the Agreement and Plan of Merger, dated November 17, 2019, by and between United and Carolina Financial (the “Carolina Financial Agreement”). Upon completion of the Carolina Financial Merger, Carolina Financial ceased to exist and United survived and continues to exist as a West Virginia corporation.
Under the terms of the Carolina Financial Agreement, each outstanding share of common stock of CardinalCarolina Financial Corporation (Cardinal)was converted into the right to receive 1.13 shares of United common stock, par value $2.50 per share. Also pursuant to the Carolina Financial Agreement, as of the effective time of the Carolina Financial Merger, each outstanding Carolina Financial stock option, whether vested or unvested as of the date of the Carolina Financial Merger, at such option holder’s election, (i) vested and converted into an option to acquire United common stock adjusted based on the 1.13 exchange ratio, or (ii) was entitled to receive cash consideration equal to the difference between (a) the option’s exercise price and (b) $28.99, representing the volume weighted average trading price of the Carolina Financial common stock on NASDAQ for the twenty full trading days ending on the second trading day immediately preceding the closing date (the “CFC Closing Price”) multiplied by the number of shares of Carolina Financial common stock subject to such stock option. Also, at the effective time of the Carolina Financial Merger, each restricted stock grant, restricted stock unit grant or any other award of a share of Carolina Financial common stock subject to vesting, repurchase or other lapse restriction under a Carolina Financial stock plan (other than a stock option) (each, a “Stock Award”) that was outstanding immediately prior to the effective time of the Carolina Financial Merger, vested in accordance with the terms of the Carolina Financial stock plan and at the election of the holder (i) converted into the right to receive shares of United common stock based on the 1.13 exchange ratio or (ii) converted into cash in an amount equal to the CFC Closing Price multiplied by the shares of Carolina Financial common stock subject to the Stock Award.
Immediately following the Carolina Financial Merger, CresCom Bank, a wholly-owned subsidiary of Carolina Financial, merged with and into United Bank, a wholly-owned subsidiary of United (the “CresCom Bank Merger”). United Bank survived the CresCom Bank Merger and continues to exist as a Virginia banking corporation. CresCom Bank owned and operated Crescent Mortgage Company (“Crescent”), headquartered in Tysons Corner, Virginia. The acquisition of Cardinal expands United’s existing footprint in the Washington, D.C. Metropolitan Statistical Area. At consummation, Cardinal had assets of $4,136,008, loans of $3,313,033 and deposits of $3,344,740. Cardinal also operated George Mason Mortgage, LLC (George Mason), a residential mortgage lending companywhich is based in Fairfax, Virginia with offices located in Virginia, Maryland, North Carolina, South Carolina and the District of Columbia.Atlanta, Georgia. As a result of the merger, George Mason became an indirectly-ownedCresCom Bank Merger, Crescent is now a wholly-owned subsidiary of United.

United Bank. For the second quarter and first half of 2021, United did not record any acquisition-related costs associated with the Carolina Financial Merger as compared to acquisition-related costs of $46,449 and $48,009 for the second quarter and first half of 2020.

The mergerCarolina Financial Merger was accounted for under the acquisition method of accounting. The results of operations of CardinalCarolina Financial are included in the consolidated results of operations from the Cardinal Acquisition Date.

The acquisition of Carolina Financial affords United the opportunity to expand its existing footprint in North Carolina and South Carolina. Carolina Financial had banking locations in North Carolina and South Carolina. As of the Acquisition Date, Carolina Financial had $5,004,990 in total assets, $3,292,635 in loans and leases, net of unearned income and $3,873,183 in deposits.

The aggregate purchase price was approximately $975,254,$817,877, including common stock valued at $972,499,$815,997, stock options assumed valued at $2,741,$1,833, and cash paid for fractional shares of $14.$47. The number of shares issued in the transaction was 23,690,589,28,031,501, which were valued based on the closing market price of $41.05$29.11 for United’s common shares on April 21, 2017.May 1, 2020. The preliminary purchase price
13

has been allocated to the identifiable
tangible and intangible assets resulting in preliminary additions to goodwill, core deposit intangibles and the George MasonCrescent trade name intangible of $622,513, $28,723$332,026, $3,408, and $1,230,$196, respectively. The goodwill recognized results from the expected synergies and potential earnings from the combination of United and Carolina Financial. The core deposit intangibles are expected to beintangible is being amortized on an accelerated basis over ten years. The George MasonCrescent trade name provides a source of market recognition to attract potential clients and retain existing relationships. United believes the George MasonCrescent trade name provides a competitive advantage and is likely going to be used into perpetuity and thus will not be subject to amortization, but rather be evaluated for impairment.

Because the consideration paid was greater than the net fair value of the acquired assets and liabilities, the Company recorded goodwill as part of the acquisition. None of the goodwill from the CardinalCarolina Financial acquisition is expected to be deductible for tax purposes. United used an independent third party to help determine the fair values of the assets and liabilities acquired from Cardinal.Carolina Financial. As a result of the merger, United recorded preliminary fair value discounts of $144,434$47,425 on the loans and leases acquired, $2,281$620 on leases and $8,738investment securities, $272 on OREO, $4,831 on trust preferred issuances and $135 on subordinated notes, respectively, and premiums of $4,408$5,908 on buildings acquired, $4,357 on land acquired, $5,072$12,818 on interest-bearing deposits, and $10,740$468 on long-term FHLB advances, respectively. United also recorded an allowance for credit losses, including a reserve for unfunded commitments, of $50,562 on the loans and commitments acquired split between $19,797 for purchased credit deteriorated (“PCD”) loans and $30,765 for
non-PCD
loans. The remaining discountdiscounts and premium amounts, except for discount on the land and OREO acquired, are being accreted or amortized on an accelerated or straight-line basis, based on the type of asset or liability, over each asset’s or liability’s estimated remaining life at the time of acquisition except for loans and land. The discount on loans will be accreted into income based on the effective yield method. The premium on land will not be amortized.acquisition. At SeptemberJune 30, 2017,2021, the discounts on leasessubordinated debt and trust preferred issuances had an average estimated remaining life of 6.006.50 years and 16.9715.75 years, respectively, and the premiums on the buildings, and interest-bearing deposits and the FHLB advances each had an average estimated remaining life of 5.0030.50 years, and 4.814.10 years, respectively. United assumed approximately $1,825 of liabilities to provide severance benefits to terminated employees of Cardinal, which has no remaining balance as of September 30, 2017. The estimated fair values of the

acquired assets and assumed liabilities, including identifiable intangible assets are preliminaryand goodwill were considered final as of SeptemberJune 30, 20172021.

Portfolio loans and are subjectleases acquired from Carolina Financial were recorded at their fair value at the Acquisition Date based on a discounted cash flow methodology. The estimated fair value incorporates adjustments related to refinementmarket loss assumptions and prevailing market interest rates for comparable assets and other market factors such as additional information relativeliquidity from the perspective of a market participant. Also, acquired portfolio loans and leases were evaluated upon acquisition and classified as either PCD, which indicates that the loan has experienced a more-than-insignificant deterioration in credit quality since origination, or
non-PCD.
United considered a variety of factors in evaluating the acquired loans and leases for a more-than-insignificant deterioration in credit quality, including but not limited to closingrisk grades, delinquency, nonperforming status, current or previous troubled debt restructurings or bankruptcies, watch list credits and other qualitative factors that indicated a deterioration in credit quality since origination. For PCD loans and leases, an initial allowance is determined based on the same methodology as other portfolio loans and leases. This initial allowance for credit losses is allocated to individual PCD loans and leases and added to the acquisition date fair values becomes available. Any subsequent adjustments to establish the fair valuesinitial amortized cost basis for the PCD loans and leases. The difference between the unpaid principal balance (“UPB”), or par value, of PCD loans and leases and the amortized cost basis is considered to relate to noncredit factors and resulted in a discount of $7,212 at Acquisition Date. This discount is being recognized through interest income on a level-yield method over the life of the loans which is estimated to be a weighted-average of 4.6 years. For
non-PCD
acquired assetsloans and liabilities assumed, identifiable intangible assets, or other purchase accounting adjustments will result in adjustments to goodwill withinleases, the measurement period followingdifferences between the date of acquisition.

In many cases, determining the estimatedinitial fair value ofand the acquired assets and assumed liabilities required United to estimate cash flows expected to result from those assets and liabilities and to discount those cash flows at appropriate rates of interest. The most significant of those determinations related to the fair valuation of acquired loans. The fairUPB, or par value, of the acquired loans was based on the present value of the expected cash flows. Periodic principal and interest cash flows were adjusted for expected losses and prepayments, then discounted to determine the present value and summed to arrive at the estimated fair value. For such loans, the excess of cash flows expected at acquisition over the estimated fair value isare recognized as interest income on a level-yield basis over the remaining lives of the loans. The difference between contractually required payments at acquisitionrelated loans and the cash flows expectedleases which is estimated to be collecteda weighted-average of 7.3 years. The total fair value mark on the

non-PCD
loans and leases at acquisition reflects the impact of estimatedAcquisition Date was $40,213. At the Acquisition Date, an initial allowance for expected credit losses and other factors, such as prepayments. In accordanceof $28,948 was recorded with GAAP, there was no carry-over of Cardinal’s previously established allowancea corresponding charge to the provision for loan losses.

The acquired loans were divided into loans with evidence of credit quality deterioration, which are accounted for under ASC topic310-30 (acquired impaired) and loans that do not meet this criteria, which are accounted for under ASC topic310-20 (acquired performing). Acquired impaired loans have experienced a deterioration of credit quality from origination to acquisition for which it is probable that United will be unable to collect all contractually required payments receivable, including both principal and interest. Subsequent decreaseslosses in the expected cash flows require United to evaluateConsolidated Statements of Income. Subsequent changes in the need for additions to the Company’s allowance for credit losses. Subsequent improvements in expected cash flows generally resultlosses related to PCD and

non-PCD
loans and leases are recognized in the recognitionprovision for credit losses.
14

The following table provides a reconciliation of the loans.

In conjunction withdifference between the Cardinal merger,purchase price and the acquired loan portfolio was accounted for at fair value as follows:

   April 21, 2017 

Contractually required principal and interest at acquisition

  $4,211,734 

Contractual cash flows not expected to be collected

   (56,176
  

 

 

 

Expected cash flows at acquisition

   4,155,558 

Interest component of expected cash flows

   (986,959
  

 

 

 

Basis in acquired loans at acquisition – estimated fair value

  $3,168,599 
  

 

 

 

Included in the above table is information related to acquired impaired loans. Specifically, contractually required principal and interest, cash flows expected to be collected and estimated fairpar value of portfolio PCD loans and leases acquired impaired loans were $132,837, $108,275, and $86,696, respectively.

from Carolina Financial as of the Acquisition Date:

Purchase price of PCD loans and leases at acquisition
  $
 
1,023,531 
Allowance for credit losses at acquisition
   18,635 
Non-credit
discount at acquisition
   7,212 
   
 
 
 
Par value (UPB) of acquired PCD loans and leases at acquisition
  $1,049,378 
   
 
 
 
The consideration paid for Cardinal’sCarolina Financial’s common equity and the preliminary amounts of acquired identifiable assets and liabilities assumed as of the Cardinal Acquisition Date were as follows:

Purchase price:

  

Value of common shares issued (23,690,589 shares)

  $972,499 

Fair value of stock options assumed

   2,741 

Cash for fractional shares

   14 
  

 

 

 

Total purchase price

   975,254 
  

 

 

 

Identifiable assets:

  

Cash and cash equivalents

   44,545 

Investment securities

   395,829 

Loans held for sale

   271,301 

Loans

   3,168,599 

Premises and equipment

   24,208 

Core deposit intangibles

   28,723 

George Mason trade name intangible

   1,230 

Other assets

   135,383 
  

 

 

 

Total identifiable assets

  $4,069,818 

Identifiable liabilities:

  

Deposits

  $3,349,812 

Short-term borrowings

   96,215 

Long-term borrowings

   220,119 

Unfavorable lease liability

   2,281 

Other liabilities

   48,650 
  

 

 

 

Total identifiable liabilities

   3,717,077 
  

 

 

 

Preliminary fair value of net assets acquired including identifiable intangible assets

   352,741 
  

 

 

 

Preliminary resulting goodwill

  $622,513 
  

 

 

 

Purchase price:
     
Value of common shares issued (28,031,501 shares)
  $815,997 
Fair value of stock options assumed
   1,833 
Cash for fractional shares
   47 
   
 
 
 
Total purchase price
   817,877 
   
 
 
 
  
Identifiable assets:
     
Cash and cash equivalents
   629,154 
Investment securities
   580,791 
Loans held for sale
   65,757 
Net loans and leases
   3,246,940 
Premises and equipment
   79,127 
Operating lease
right-of-use
asset
   9,861 
Crescent trade name intangible
   196 
Core deposit intangible
   3,408 
Mortgage servicing rights
   20,123 
Other assets
   159,218 
   
 
 
 
Total identifiable assets
  $
 
4,794,575 
   
 
 
 
  
Identifiable liabilities:
     
Deposits
  $3,884,977 
Short-term borrowings
   332,000 
Long-term borrowings
   42,738 
Operating lease liability
   9,861 
Other liabilities
   39,148 
   
 
 
 
Total identifiable liabilities
   4,308,724 
   
 
 
 
Fair value of net assets acquired including identifiable intangible assets
   485,851 
   
 
 
 
Resulting goodwill
  $332,026 
   
 
 
 
The operating results of United for the nine months ended September 30, 2017 include operating results of acquired assets and assumed liabilities subsequent to the Cardinal Acquisition Date. The operations of United’s metropolitan Washington D.C.North Carolina and South Carolina geographic area, which primarily includes the acquired operations of Cardinal,Carolina Financial and Crescent Mortgage provided $157,326$104,069 in total revenues which represents net(net interest income plus other income,income), and $81,817$53,632 in net income fromfor the period from the Cardinal Acquisition Date to September 30, 2017.first six months of 2021. These amounts are included in United’s consolidated financial statements as of and for the ninesix months ended SeptemberJune 30, 2017. Cardinal’s2021. Carolina Financial’s results of operations prior to the Cardinal Acquisition Date are not included in United’s consolidated financial statements.

The following table presents certain unaudited pro forma information for the results of operations for the nine months ended September 30, 2017 and 2016, as if the Cardinal merger had occurred on January 1, 2017 and 2016, respectively. These results combine the historical results of Cardinal into United’s consolidated statement of income and, while certain adjustments were made for the estimated impact of certain fair valuation adjustments and other acquisition-related activity, they are not indicative of what would have occurred had the acquisition taken place on the indicated date nor are they intended to represent or be indicative of future results of operations. In particular, no adjustments have been made to eliminate the amount of Cardinal’s provision for credit losses for 2017 and 2016 that may not have been necessary had the acquired loans been recorded at fair value as of the beginning of 2017 and 2016. Additionally, United expects to achieve operating cost savings and other business synergies as a result of the acquisition which are not reflected in the pro forma amounts.

   Proforma
Nine Months Ended
September 30
 
   2017   2016 

Total Revenues (1)

  $573,790   $585,223 

Net Income

   136,104    160,731 

(1)

Represents net interest income plus other income

Bank of Georgetown

After the close of business on June 3, 2016 (BOG Acquisition Date), United acquired 100% of the outstanding common stock of Bank of Georgetown, a privately held community bank headquartered in Washington, D.C. With this transaction, United continues to expand its existing footprint in the D.C. Metro Region. The results of operations of Bank of Georgetown are included in the consolidated results of operations from the BOG Acquisition Date.

At consummation, Bank of Georgetown had assets of $1,278,837, loans of $999,773, and deposits of $971,369. The transaction was accounted for under the acquisition method of accounting and accordingly, assets acquired, liabilities assumed and consideration exchanged were recorded at estimated fair value on the BOG Acquisition Date.

The aggregate purchase price was $264,505, including common stock valued at $253,799, stock options assumed valued at $10,696, and cash paid for fractional shares of $10. The number of shares issued in the transaction was 6,527,746, which were valued based on the closing market price of $38.88 for United’s common shares on June 3, 2016. The purchase price has been allocated to the identifiable tangible and intangible assets resulting in additions to goodwill and core deposit intangibles of $152,845 and $9,058, respectively. The core deposit intangibles are being amortized over ten years.

Because the consideration paid was greater than the net fair value of the acquired assets and liabilities, the Company recorded goodwill as part of the acquisition. None of the goodwill from the Bank of Georgetown acquisition is expected to be deductible for tax purposes. United used an independent third party to help determine the fair values of the assets and liabilities acquired from the Bank of Georgetown. As a result of the merger, United recorded fair value discounts of $43,072 on the loans acquired and $1,550 on leasehold improvements, respectively, and premiums on interest-bearing deposits acquired of $316 and a premium on long-term FHLB advances of $2,659. The remaining discount and premium amounts are being amortized or accreted on an accelerated basis over each asset’s or liability’s estimated remaining life at the time of acquisition. At September 30, 2017, the premium on the interest-bearing deposits and the FHLB advances had an estimated remaining life of 0.33 years and 7.92 years, respectively. United assumed approximately $300 of liabilities to provide severance benefits to terminated employees of Bank of Georgetown, which has no remaining balance as of September 30, 2017. The measurement period has closed and the estimated fair values of the acquired assets and assumed liabilities, including identifiable intangible assets were considered final as of June 30, 2017.

In many cases, determining the estimated fair value of the acquired assets and assumed liabilities required United to estimate cash flows expected to result from those assets and liabilities and to discount those cash flows at appropriate rates of interest. The most significant of those determinations related to the fair valuation of acquired loans. The fair value of the acquired loans was based on the present value of the expected cash flows. Periodic principal and interest cash flows were adjusted for expected losses and prepayments, then discounted to determine the present value and summed to arrive at the estimated fair value. For such loans, the excess of cash flows expected at acquisition over the estimated fair value is recognized as interest income over the remaining lives of the loans. The difference between contractually required payments at acquisition and the cash flows expected to be collected at acquisition reflects the impact of estimated credit losses and other factors, such as prepayments. In accordance with GAAP, there was no carry-over of Bank of Georgetown’s previously established allowance for loan losses.

In conjunction with the Bank of Georgetown merger, the acquired loan portfolio was accounted for at fair value as follows:

   June 3, 2016 

Contractually required principal and interest at acquisition

  $1,275,398 

Contractual cash flows not expected to be collected

   (33,980
  

 

 

 

Expected cash flows at acquisition

   1,241,418 

Interest component of expected cash flows

   (274,548
  

 

 

 

Basis in acquired loans at acquisition – estimated fair value

  $966,870 
  

 

 

 

Included in the above table is information related to acquired impaired loans. Specifically, contractually required principal and interest, cash flows expected to be collected and estimated fair value of acquired impaired loans were $138,125, $117,564, and $95,570, respectively.

The consideration paid for Bank of Georgetown’s common equity and the fair value of acquired identifiable assets and liabilities assumed as of the BOG Acquisition Date were as follows:

Purchase price:

  

Value of common shares issued (6,527,746 shares)

  $253,799 

Fair value of stock options assumed

   10,696 

Cash for fractional shares

   10 
  

 

 

 

Total purchase price

   264,505 
  

 

 

 

Identifiable assets:

  

Cash and cash equivalents

   29,340 

Investment securities

   219,783 

Loans

   966,870 

Premises and equipment

   5,574 

Core deposit intangibles

   9,058 

Other assets

   31,605 
  

 

 

 

Total identifiable assets

  $1,262,230 

Identifiable liabilities:

  

Deposits

  $971,685 

Short-term borrowings

   101,021 

Long-term borrowings

   67,659 

Other liabilities

   11,532 
  

 

 

 

Total identifiable liabilities

   1,151,897 
  

 

 

 

Fair value of net assets acquired including identifiable intangible assets

   110,333 
  

 

 

 

Resulting goodwill

  $154,172 
  

 

 

 

3. INVESTMENT SECURITIES

Securities Available for Sale
Securities held for indefinite periods of time and all marketable equity securities are classified as available for sale and carried at estimated fair value. The amortized cost, and estimated fair values, and allowance for credit losses of securities available for sale are summarized as follows.

   September 30, 2017 
       Gross   Gross   Estimated   Cumulative 
   Amortized   Unrealized   Unrealized   Fair   OTTI in 
   Cost   Gains   Losses   Value   AOCI (1) 

U.S. Treasury securities and obligations of U.S. Government corporations and agencies

  $115,224   $864   $222   $115,866   $0 

State and political subdivisions

   305,096    2,567    2,522    305,141    0 

Residential mortgage-backed securities

          

Agency

   715,003    3,819    4,122    714,700    0 

Non-agency

   5,259    587    0    5,846    86 

Commercial mortgage-backed securities

          

Agency

   420,115    2,081    1,404    420,792    0 

Asset-backed securities

   13,422    10    3    13,429    0 

Trust preferred collateralized debt obligations

   38,186    317    6,844    31,659    20,770 

Single issue trust preferred securities

   13,404    404    1,341    12,467    0 

Other corporate securities

   18,998    256    0    19,254    0 

Marketable equity securities

   9,950    541    11    10,480    0 
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total

  $1,654,657   $11,446   $16,469   $1,649,634   $20,856 
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

   December 31, 2016 
       Gross   Gross   Estimated   Cumulative 
   Amortized   Unrealized   Unrealized   Fair   OTTI in 
   Cost   Gains   Losses   Value   AOCI (1) 

U.S. Treasury securities and obligations of U.S. Government corporations and agencies

  $95,247   $698   $159   $95,786   $0 

State and political subdivisions

   196,350    1,364    4,902    192,812    0 

Residential mortgage-backed securities

          

Agency

   585,208    3,999    5,111    584,096    0 

Non-agency

   6,629    426    12    7,043    86 

Commercial mortgage-backed securities

          

Agency

   304,635    1,948    1,242    305,341    0 

Asset-backed securities

   217    0    0    217    0 

Trust preferred collateralized debt obligations

   48,558    729    15,735    33,552    25,952 

Single issue trust preferred securities

   13,363    284    2,170    11,477    0 

Other corporate securities

   14,996    66    0    15,062    0 

Marketable equity securities

   12,436    1,398    6    13,828    0 
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total

  $1,277,639   $10,912   $29,337   $1,259,214   $26,038 
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

(1)Non-credit related other-than-temporary impairment in accumulated other comprehensive income. Amounts arebefore-tax.

15

   
June 30, 2021
 
   
Amortized
Cost
   
Gross
Unrealized
Gains
   
Gross
Unrealized
Losses
   
Allowance
For Credit
Losses
   
Estimated
Fair

Value
 
U.S. Treasury securities and obligations of U.S. Government corporations and agencies
  $14,908   $242   $3   $0   $15,147 
State and political subdivisions
   592,778    22,585    1,317    0    614,046 
Residential mortgage-backed securities
                         
Agency
   973,328    17,216    5,542    0    985,002 
Non-agency
   39,792    15    204    0    39,603 
Commercial mortgage-backed securities
                         
Agency
   634,647    21,212    3,302    0    652,557 
Asset-backed securities
   489,901    714    1,182    0    489,433 
Single issue trust preferred securities
   18,249    188    1,020    0    17,417 
Other corporate securities
   457,829    6,183    143    0    463,869 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
 
Total
  $3,221,432   $68,355   $12,713   $0   $3,277,074 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
 
   
December 31, 2020
 
   
Amortized
Cost
   
Gross
Unrealized
Gains
   
Gross
Unrealized
Losses
   
Allowance
For Credit
Losses
   
Estimated
Fair

Value
 
U.S. Treasury securities and obligations of U.S. Government corporations and agencies
  $65,804   $543   $3   $0   $66,344 
State and political subdivisions
   538,082    27,330    252    0    565,160 
Residential mortgage-backed securities
                         
Agency
   905,230    24,134    473    0    928,891 
Non-agency
   21,639    137    0    0    21,776 
Commercial mortgage-backed securities
                         
Agency
   644,774    31,009    638    0    675,145 
Asset-backed securities
   297,834    204    3,415    0    294,623 
Single issue trust preferred securities
   18,230    167    1,370    0    17,027 
Other corporate securities
   376,753    7,648    8    0    384,393 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
 
Total
  $2,868,346   $91,172   $6,159   $0   $2,953,359 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
 
For the adoption of ASC Topic 326, “Financial Instruments—Credit Losses,” United made a policy election to exclude accrued interest from the amortized cost basis of
available-for-sale
debt securities and report accrued interest separately in “Accrued interest receivable” in the consolidated balance sheets.
Available-for-sale
debt securities are placed on
non-accrual
status when we no longer expect to receive all contractual amounts due, which is generally at 90 days past due. Accrued interest receivable is reversed against interest income when a security is placed on
non-accrual
status. Accordingly, United does not currently recognize an allowance for credit loss against accrued interest receivable on
available-for-sale
debt securities. The table above excludes accrued interest receivable of $12,220 and $10,663 at June 30, 2021 and December 31, 2020, respectively, that is recorded in “Accrued interest receivable.”
16

The following is a summary of securitiesavailable-for-sale available for sale which were in an unrealized loss position at SeptemberJune 30, 20172021 and December 31, 2016.

   Less than 12 months   12 months or longer 
   Fair   Unrealized   Fair   Unrealized 
   Value   Losses   Value   Losses 
September 30, 2017        

U.S. Treasury securities and obligations of U.S. Government corporations and agencies

  $27,053   $128   $19,932   $94 

State and political subdivisions

   83,310    896    38,004    1,626 

Residential mortgage-backed securities

        

Agency

   351,936    3,410    31,690    712 

Non-agency

   0    0    0    0 

Commercial mortgage-backed securities

        

Agency

   228,307    1,218    12,272    186 

Asset-backed securities

   6,760    3    0    0 

Trust preferred collateralized debt obligations

   0    0    29,544    6,844 

Single issue trust preferred securities

   0    0    4,365    1,341 

Marketable equity securities

   0    0    352    11 
  

 

 

   

 

 

   

 

 

   

 

 

 

Total

  $697,366   $5,655   $136,159   $10,814 
  

 

 

   

 

 

   

 

 

   

 

 

 

   Less than 12 months   12 months or longer 
   Fair   Unrealized   Fair   Unrealized 
   Value   Losses   Value   Losses 
December 31, 2016        

U.S. Treasury securities and obligations of U.S. Government corporations and agencies

  $24,101   $159   $0   $0 

State and political subdivisions

   116,300    4,902    0    0 

Residential mortgage-backed securities

        

Agency

   309,376    5,111    0    0 

Non-agency

   0    0    218    12 

Commercial mortgage-backed securities

        

Agency

   162,479    1,242    0    0 

Asset-backed securities

   0    0    0    0 

Trust preferred collateralized debt obligations

   0    0    28,579    15,735 

Single issue trust preferred securities

   0    0    8,185    2,170 

Marketable equity securities

   357    6    0    0 
  

 

 

   

 

 

   

 

 

   

 

 

 

Total

  $612,613   $11,420   $36,982   $17,917 
  

 

 

   

 

 

   

 

 

   

 

 

 

Marketable equity securities consist mainly of equity securities of financial institutions and mutual funds within a rabbi trust for the payment of benefits under a deferred compensation plan for certain key officers of United and its subsidiaries. 2020.

   
Less than 12 months
   
12 months or longer
   
Total
 
   
Fair

Value
   
Unrealized
Losses
   
Fair

Value
   
Unrealized
Losses
   
Fair

Value
   
Unrealized
Losses
 
June 30, 2021
                              
U.S. Treasury securities and obligations of U.S. Government corporations and agencies
  $0   $0   $252   $3   $252   $3 
State and political subdivisions
   63,639    1,254    4,920    63    68,559    1,317 
Residential mortgage-backed securities
                              
Agency
   393,743    5,542    0    0    393,743    5,542 
Non-agency
   20,261    204    0    0    20,261    204 
Commercial mortgage-backed securities
                              
Agency
   117,331    3,302    0    0    117,331    3,302 
Asset-backed securities
   143,276    272    145,807    910    289,083    1,182 
Trust preferred collateralized debt obligations
   0    0    0    0    0    0 
Single issue trust preferred securities
   0    0    13,188    1,020    13,188    1,020 
Other corporate securities
   47,259    143    0    0    47,259    143 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
 
Total
  $
 
785,509   $10,717   $
 
164,167   $1,996   $
 
949,676   $12,713 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
 
   
Less than 12 months
   
12 months or longer
   
Total
 
   
Fair

Value
   
Unrealized
Losses
   
Fair

Value
   
Unrealized
Losses
   
Fair

Value
   
Unrealized
Losses
 
December 31, 2020
                              
U.S. Treasury securities and obligations of U.S. Government corporations and agencies
  $297   $3   $0   $0   $297   $3 
State and political subdivisions
   30,480    252    0    0    30,480    252 
Residential mortgage-backed securities
                              
Agency
   131,114    467    3,867    6    134,981    473 
Non-agency
   0    0    0    0    0    0 
Commercial mortgage-backed securities
                              
Agency
   83,395    638    0    0    83,395    638 
Asset-backed securities
   0    0    266,104    3,415    266,104    3,415 
Trust preferred collateralized debt obligations
   0    0    0    0    0    0 
Single issue trust preferred securities
   0    0    13,804    1,370    13,804    1,370 
Other corporate securities
   8,494    8    0    0    8,494    8 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
 
Total
  $
 
253,780   $1,368   $
 
283,775   $4,791   $
 
537,555   $6,159 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
 
The following table shows the proceeds from maturities, sales and calls of available for sale securities and the gross realized gains and losses on sales and calls of those securities that have been included in earnings as a result of thoseany sales and calls. Gains or losses on sales and calls of available for sale securities were recognized by the specific identification method. The realized losses relate to sales
17

   
Three Months Ended

June 30
   
Six Months Ended

June 30
 
   
2021
   
2020
   
2021
   
2020
 
Proceeds from sales and calls
  $ 131,464   $ 280,780   $ 400,993   $ 413,706 
Gross realized gains
   0    1,565    1,542    1,818 
Gross realized losses
   0    98    98    177 
At SeptemberJune 30, 2017,2021, gross unrealized losses on available for sale securities were $16,469$12,713 on 375113 securities of a total portfolio of 8221,005 available for sale securities. Securities in anwith the most significant gross unrealized loss positionlosses at SeptemberJune 30, 20172021 consisted primarily of pooled trust preferred collateralized debt obligations (“Trup Cdos”), single issue trust preferred securities and agency residential mortgage-backed securities. The Trup Cdos and the single issue trust preferred securities relate mainly to securities of financial institutions. The state and political subdivisions securities relate to securities issued by various municipalities. The agency residential mortgage-backed securities relate to residential properties and provide a guaranty of full and timely payments of principal and interest by the issuing agency. agency commercial mortgage-backed securities.
In
determining whether or not a security is other-than-temporarily impaired, (“OTTI”), management considered the severity and the duration of the loss in conjunction with United’s positive intent and the more likely than not ability to hold these securities to recovery of their cost basis or maturity.

State and political subdivisions

United’s state and political subdivisions portfolio relates to securities issued by various municipalities located throughout the United States. The total amortized cost of available for sale state and political subdivision securities was $305,096$592,778 at SeptemberJune 30, 2017.2021. As of SeptemberJune 30, 2017,2021, approximately 75%59% of the portfolio was supported by the general obligation of the issuing municipality, which allows for the securities to be repaid by any means

available to the municipality. The majority of the portfolio was rated AA or higher, and less than one percent ofno securities within the portfolio waswere rated below investment grade as of SeptemberJune 30, 2017.2021. In addition to monitoring the credit ratings of these securities, management also evaluates the financial performance of the underlying issuers on an ongoing basis. Based upon management’s analysis and judgment, it was determined that none of the state and political subdivision securities were other-than-temporarily impairedhad credit losses at SeptemberJune 30, 2017.

2021.

Agency mortgage-backed securities

United’s agency mortgage-backed securities portfolio relates to securities issued by Fannie Mae, Freddie Mac, and Ginnie Mae. The total amortized cost of available for sale agency mortgage-backed securities was $1,135,118$1,607,975 at SeptemberJune 30, 2017.2021. Of the $1,135,118$1,607,975 amount, $420,115$634,647 was related to agency commercial mortgage-backed securities and $715,003$973,328 was related to agency residential mortgage-backed securities. Each of the agency mortgage-backed securities provides a guarantee of full and timely payments of principal and interest by the issuing agency. Based upon management’s analysis and judgment, it was determined that none of the agency mortgage-backed securities were other-than-temporarily impairedhad credit losses at SeptemberJune 30, 2017.

2021.

Non-agency
residential mortgage-backed securities

United’s
non-agency
residential mortgage-backed securities portfolio relates to securities of various private label issuers. The total amortized cost of available for sale
non-agency
residential mortgage-backed securities was $5,259$39,792 at SeptemberJune 30, 2017.2021. Of the $5,259 amount, $627$39,792, 100% was rated above investment grade and $4,632 was rated below investment grade. Approximately 18% of the portfolio includes collateral that was originated during the year of 2005 or before. The remaining 82% includes collateral that was originated in the years of 2006 and 2007. The entire portfolio of thenon-agency residential mortgage-backed securities are either the senior or super-senior tranches of their respective structure.AAA. Based upon management’s analysis and judgment, it was determined that none0ne of the
non-agency
residential mortgage-backed securities were other-than-temporarily impairedhad credit losses at SeptemberJune 30, 2017.

2021.

Asset-backed securities
As of June 30, 2021, United’s asset-backed securities portfolio had a total amortized cost balance of $489,901. The entire portfolio was rated AA+ or better as of June 30, 2021. Approximately 55% of the portfolio relates to securities that are backed by Federal Family Education Loan Program (“FFELP”) student loan collateral which includes a minimum of a 97% government repayment guaranty, as well as additional credit support and subordination in excess of the government guaranteed portion. Approximately 41% of the portfolio relates to collateralized loan obligation securities that are all AAA rated. The remaining 4% of the portfolio relates to various other asset-backed securities that are all AAA rated. Upon reviewing this portfolio for the second quarter of 2021, it was determined that 0ne of the asset-backed securities had credit losses.
18

Single issue trust preferred securities

The majority of United’s single issue trust preferred portfolio consists of obligations from large cap banks (i.e. banks with market capitalization in excess of $10 billion). All single issue trust preferred securities are currently receiving interest payments. The amortized cost of available for sale single issue trust preferred securities as of June 30, 2021 consisted of $11,514 in investment grade bonds, $978 in split rated bonds, and $5,757 in unrated bonds. Management reviews each issuer’s current and projected earnings trends, asset quality, capitalization levels, and other key factors. Upon completing the review for the thirdsecond quarter of 2017,2021, it was determined that none of the single issue trust preferred securities were other-than-temporarily impaired. All single issue trust preferredhad credit losses.
Corporate securities are currently receiving interest payments. The available for sale single issue trust preferred securities’ ratings ranged from
As of June 30, 2021, United’s Corporate securities portfolio had a low of Ba1 to a high ofBBB-. Thetotal amortized cost balance of available for sale single issue trust preferred securities as$457,829. The majority of September 30, 2017the portfolio consisted of $3,017 indebt issuances of corporations representing a variety of industries, including financial institutions. Of the $457,829 total amortized cost balance, 86% had at least one rating above investment grade, bonds, $4,680 in split-rated bonds and $5,707 in unrated bonds. All of the unrated bonds were in an unrealized loss position for twelve months or longer as of September 30, 2017.

Trust preferred collateralized debt obligations (Trup Cdos)

In order to determine how and when the Company recognizes OTTI, the Company first assesses its intentions regarding any sale of securities as well as the likelihood that it would be required to sell prior to recovery of the amortized cost. As of September 30, 2017, the Company has determined that it does not intend to sell any pooled trust preferred security and that it is not more likely than not that the Company will be required to sell such securities before recovery of their amortized cost.

To determine a net realizable value and assess whether other-than-temporary impairment existed, management performed detailed cash flow analysis to determine whether, in management’s judgment, it2% was more likely that United would not recover the entire amortized cost basis of the security. The Company discounts the security-specific

cash flow projection at the security-specific interest rate and compares the present value to the amortized cost. Management’s cash flow analysis was performed for each security and considered the current deferrals and defaults within the underlying collateral, the likelihood that current deferrals would cure or ultimately default, potential future deferrals and defaults, potential prepayments, cash reserves, excess interest spread, credit analysis of the underlying collateral and the priority of payments in the cash flow structure. The underlying collateral analysis for each issuer took into consideration multiple factors including capital adequacy, earnings trends and asset quality. After completing its analysis of estimated cash flows, management determined that none of the Trup Cdos experienced an adverse change in cash flows during the third quarter of 2017, as the expected discounted cash flows from these particular securities were greater than or equal to the discounted cash flows originally expected at purchase or from the previous date of other-than-temporary impairment (cash flows are discounted at the contractual coupon rate for purposes of assessing OTTI).

There was no credit-related other-than-temporary impairment recognized in earnings for the third quarter of 2017 related to these securities. The balance of noncredit-related other-than-temporary impairment recognized on United’s Trup Cdos portfolio was $20,770 at September 30, 2017.

The following is a summary of the available for sale Trup Cdos as of September 30, 2017:

              Amortized Cost 

Class

  Amortized
Cost
   Fair
Value
   Unrealized
Loss
  Investment
Grade
   Split
Rated
   Below
Investment
Grade
 

Senior – Bank

  $5,208   $5,287   $(79 $3,410   $0   $1,798 

Mezzanine – Bank (now in senior position)

   6,428    5,518    910   0    0    6,428 

Mezzanine – Bank

   22,656    17,918    4,738   0    0    22,656 

Mezzanine – Bank & Insurance (combination)

   3,894    2,936    958   0    0    3,894 
  

 

 

   

 

 

   

 

 

  

 

 

   

 

 

   

 

 

 

Totals

  $38,186   $31,659   $6,527  $3,410   $0   $34,776 
  

 

 

   

 

 

   

 

 

  

 

 

   

 

 

   

 

 

 

While a large difference remains between the fair value and amortized cost, the Company believes the remaining unrealized losses are related to the illiquid market for Trup Cdos rather than an adverse change in expected cash flows. The expected future cash flow substantiates the return of the remaining amortized cost of the security. The Company believes the following evidence supports the position that the remaining unrealized loss is related to the illiquid market for Trup Cdos:

The market for new issuance of Trup Cdos was robust from 2000 to 2007 with an estimated $60 billion in new issuance. The new market issuances came to an abrupt halt in 2007.

The secondary market for Trup Cdos ultimately became illiquid and although the market has improved, trading activity remains limited on these securities. In making this determination, the Company holds discussions with institutional traders to identify trends in the number and type of transactions related to the Trup Cdos.

The presence of a below-investment grade rating severely limits the pool of available buyers and contributes to the illiquidity of the market.

Trup Cdos have a more complex structure than most debt instruments, making projections of tranche returns difficult fornon-specialists in the product. Deferral features available to the underlying issuers within each pool are unique to these securities. Additionally, it can be difficult for market participants to predict whether deferrals will ultimately cure or ultimately default. Due to the lack of transparency, market participants will require a higher risk premium, thus resulting in higher required discount rates.

The variability of cash flows at the time the securities were originated was expected to be very limited. Due to the financial crisis, Trup Cdos have experienced more substantive variability of cash flows compared to expectations, resulting in a higher risk premium when evaluating discount rates.

The limited, yet relevant, observable inputs indicate that market yield requirements for Trup Cdos, on a credit-adjusted basis, remained very high relative to discount rates at purchase and compared to other similarly rated debt securities.

Overall, the Company believes the lack of new issuances, illiquid secondary market, limited pool of buyers, below investment grade ratings,rated, and complex structures are the key drivers of the remaining unrealized losses in the Company’s Trup Cdos and the robust expected cash flow analysis substantiates the return of the remaining amortized cost under ASC topic 320.

Management also considered the ratings of the Company’s bonds in its portfolio and the extent of downgrades in United’s impairment analysis. However, management considered it imperative to independently perform its own credit analysis based on cash flows as described. The ratings of the investment grade Trup Cdos in the table above range from a low of AA to a high of Aaa. The below investment grade Trup Cdos range from a low of C to a high of Ba2.

On the Trup Cdos that have not been deemed to be other-than-temporarily impaired, the collateralization ratios range from a low of 105.4% to a high of 414.5%, with a median of 260.0%, and a weighted average of 283.8%. The collateralization ratio is defined as the current performing collateral in a security, divided by the current balance of the specific tranche the Company owns, plus any debt which is senior or pari passu with the Company’s security’s priority level. Performing collateral excludes the balance of any issuer that has either defaulted or has deferred its interest payment. It is not uncommon for the collateralization of a security that is not other-than-temporarily impaired to be less than 100% due to the excess spread built into the securitization structure.

Except for the debt securities that have already been deemed to be other-than-temporarily impaired, management does not believe any other individual security with an unrealized loss as of September 30, 2017 is other-than-temporarily impaired.12% was unrated. For these securities, United believes the decline in value resulted from changes in market interest rates, credit spreads and liquidity, not a change in the expected contractual cash flows. Based on a review of each of the securities in the investment portfolio, management concluded that it expected to recover the amortized cost basis of the investment in such securities.

Equity securities

The amortized cost of United’s equity securities was $9,950 at September 30, 2017. For equitycorporate securities, management has evaluated the near-term prospects of the investment in relation to the severity and duration of any impairmentunrealized loss. Based upon management’s analysis and based on that evaluation, managementjudgment, it was determined that no equity securities were other-than-temporarily impaired at September 30, 2017.

Other investment securities (cost method)

During the third quarter of 2017, United also evaluated all of its cost method investments to determine if certain events or changes in circumstances during the third quarter of 2017 had a significant adverse effect on the fair value of any of its cost method securities. United determined that there were no events or changes in circumstances during the third quarter which would have an adverse effect on the fair value of any of its cost method securities. Therefore, no impairment was recorded.

Below is a progressionnone of the corporate securities had credit losses on securities which United has recorded other-than-temporary charges. These charges were recorded through earnings and other comprehensive income.

   Three Months Ended
September 30
   Nine Months Ended
September 30
 
   2017   2016   2017   2016 

Balance of cumulative credit losses at beginning of period

  $22,162   $22,162   $22,162   $23,773 

Additional credit losses on securities for which OTTI was previously recognized

   0    0    0    33 

Reductions during the period for securities for which the amount previously recognized in other comprehensive income was recognized in earnings

   (4,102   0    (4,102   (1,644
  

 

 

   

 

 

   

 

 

   

 

 

 

Balance of cumulative credit losses at end of period

  $18,060   $22,162   $18,060   $22,162 
  

 

 

   

 

 

   

 

 

   

 

 

 

at June 30, 2021.

The amortized cost and estimated fair value of securities available for sale at SeptemberJune 30, 20172021 and December 31, 20162020 by contractual maturity are shown as follows. Expected maturities may differ from contractual maturities because the issuers may have the right to call or prepay obligations without penalties.

   September 30, 2017   December 31, 2016 
       Estimated       Estimated 
   Amortized   Fair   Amortized   Fair 
   Cost   Value   Cost   Value 

Due in one year or less

  $57,720   $57,622   $53,286   $53,330 

Due after one year through five years

   370,020    371,007    296,181    297,385 

Due after five years through ten years

   342,176    343,326    213,094    213,791 

Due after ten years

   874,791    867,199    702,642    680,880 

Marketable equity securities

   9,950    10,480    12,436    13,828 
  

 

 

   

 

 

   

 

 

   

 

 

 

Total

  $1,654,657   $1,649,634   $1,277,639   $1,259,214 
  

 

 

   

 

 

   

 

 

   

 

 

 

   
June 30, 2021
   
December 31, 2020
 
   
Amortized
Cost
   
Estimated
Fair

Value
   
Amortized
Cost
   
Estimated
Fair

Value
 
Due in one year or less
  $72,479   $72,978   $150,575   $151,651 
Due after one year through five years
   596,359    611,994    495,922    514,441 
Due after five years through ten years
   688,537    702,870    688,264    714,416 
Due after ten years
   1,864,057    1,889,232    1,533,585    1,572,851 
   
 
 
   
 
 
   
 
 
   
 
 
 
Total
  $
 
3,221,432   $
 
3,277,074   $
 
2,868,346   $
 
2,953,359 
   
 
 
   
 
 
   
 
 
   
 
 
 
Equity securities at fair value
Equity securities consist mainly of equity securities of financial institutions and mutual funds within a rabbi trust for the payment of benefits under a deferred compensation plan for certain key officers of United and its subsidiaries. The amortized cost and estimated fair values of securities held to maturity are summarized as follows:

   September 30, 2017 
       Gross   Gross   Estimated 
   Amortized   Unrealized   Unrealized   Fair 
   Cost   Gains   Losses   Value 

U.S. Treasury securities and obligations of U.S. Government corporations and agencies

  $5,215   $400   $0   $5,615 

State and political subdivisions

   5,674    12    0    5,686 

Residential mortgage-backed securities

        

Agency

   26    4    0    30 

Single issue trust preferred securities

   9,400    0    842    8,558 

Other corporate securities

   20    0    0    20 
  

 

 

   

 

 

   

 

 

   

 

 

 

Total

  $20,335   $416   $842   $19,909 
  

 

 

   

 

 

   

 

 

   

 

 

 

   December 31, 2016 
       Gross   Gross   Estimated 
   Amortized   Unrealized   Unrealized   Fair 
   Cost   Gains   Losses   Value 

U.S. Treasury securities and obligations of U.S. Government corporations and agencies

  $5,295   $570   $0   $5,865 

State and political subdivisions

   8,598    17    0    8,615 

Residential mortgage-backed securities

        

Agency

   30    5    0    35 

Single issue trust preferred securities

   19,315    0    2,672    16,643 

Other corporate securities

   20    0    0    20 
  

 

 

   

 

 

   

 

 

   

 

 

 

Total

  $33,258   $592   $2,672   $31,178 
  

 

 

   

 

 

   

 

 

   

 

 

 

Even though the market value of theheld-to-maturityUnited’s equity securities was $11,507 at June 30, 2021 and $10,718 at December 31, 2020.

   
Three Months Ended

June 30
  
Six Months Ended

June 30
 
   
2021
   
2020
  
2021
  
2020
 
Net gains recognized during the period
  $24   $43  $734  $65 
Net gains recognized during the period on equity securities sold
   0    1   788   7 
Unrealized gains recognized during the period on equity securities still held at period end
   24    43   51   114 
Unrealized losses recognized during the period on equity securities still held at period end
   0    (1  (105  (56
Other investment portfolio is less thansecurities
During the second quarter of 2021, United evaluated all of its cost method investments to determine if certain events or changes in circumstances during the unrealized loss has no impactsecond quarter of 2021 had a significant adverse effect on the net worth or regulatory capital requirementsfair value of United. Asany of September 30, 2017,its
19

cost method securities. United determined that there was no individual security that experienced an adverse event during the Company’s largestheld-to-maturity single-issue trust preferred exposure was to SunTrust Bank ($7,424). The twoheld-to-maturity single-issue trust preferred exposures with at least one rating below investment grade included SunTrust Bank ($7,424) and Royal Bank of Scotland ($976).

second quarter. There were no gross realized gainsother events or losseschanges in circumstances during the second quarter which would have an adverse effect on calls and sales of held to maturity securities included in earnings for the third quarter and first nine months of 2017 and 2016.

The amortized cost and estimated fair value of debt securities held to maturity at September 30, 2017 and December 31, 2016 by contractual maturity are shown below. Expected maturities may differ from contractual maturities because the issuers may have the right to call or prepay obligations without penalties.

   September 30, 2017   December 31, 2016 
       Estimated       Estimated 
   Amortized   Fair   Amortized   Fair 
   Cost   Value   Cost   Value 

Due in one year or less

  $0   $0   $1,040   $1,041 

Due after one year through five years

   9,189    9,600    8,268    8,850 

Due after five years through ten years

   5,726    5,382    3,585    3,589 

Due after ten years

   5,420    4,927    20,365    17,698 
  

 

 

   

 

 

   

 

 

   

 

 

 

Total

  $20,335   $19,909   $33,258   $31,178 
  

 

 

   

 

 

   

 

 

   

 

 

 

its cost method securities.

The carrying value of securities pledged to secure public deposits, securities sold under agreements to repurchase, and for other purposes as required or permitted by law, approximated $1,312,813$1,912,762 and $1,137,408$1,942,087 at SeptemberJune 30, 20172021 and December 31, 2016,2020, respectively.

4. LOANS

AND LEASES

Major classes of loans and leases are as follows:

   September 30,
2017
   December 31,
2016
 

Commercial, financial and agricultural:

    

Owner-occupied commercial real estate

  $1,364,757   $1,049,885 

Nonowner-occupied commercial real estate

   4,686,183    3,425,453 

Other commercial loans

   1,757,741    1,613,437 
  

 

 

   

 

 

 

Total commercial, financial & agricultural

   7,808,681    6,088,775 

Residential real estate

   3,050,868    2,403,437 

Construction & land development

   1,599,632    1,255,738 

Consumer:

    

Bankcard

   13,775    14,187 

Other consumer

   683,898    594,582 
  

 

 

   

 

 

 

Total gross loans

  $13,156,854   $10,356,719 
  

 

 

   

 

 

 

   
June 30, 2021
   
December 31, 2020
 
Commercial, financial and agricultural:
          
Owner-occupied commercial real estate
  $1,589,701   $1,622,687 
Nonowner-occupied commercial real estate
   4,981,226    5,017,727 
Other commercial
   3,657,772    4,054,418 
   
 
 
   
 
 
 
Total commercial, financial & agricultural
   10,228,699    10,694,832 
Residential real estate
   3,587,057    3,899,885 
Construction & land development
   1,929,052    1,826,349 
Consumer:
          
Bankcard
   7,940    8,937 
Other consumer
   1,168,904    1,192,580 
Less: Unearned income
   (33,651   (31,170
   
 
 
   
 
 
 
Total gross loans
  $16,888,001   $17,591,413 
   
 
 
   
 
 
 
The table above does not include loans held for sale of $315,031$576,827 and $8,445$718,937 at SeptemberJune 30, 20172021 and December 31, 2016,2020, respectively. The increase was due to the acquisition of Cardinal and it mortgage banking subsidiary, George Mason. Loans held for sale consist of single-family residential real estate loans originated for sale in the secondary market.

The outstanding balances in the table above include previously acquired impaired loans with a recorded investment of $227,754 or 1.73% of total gross loans at September 30, 2017 and $171,596 or 1.66% of total gross loans at December 31, 2016. The contractual principal in these acquired impaired loans was $310,609 and $231,096 at September 30, 2017 and December 31, 2016, respectively. The balances above do not include future accretable net interest (i.e. the difference between the undiscounted expected cash flows and the recorded investment in the loan) on the acquired impaired loans.

Activity for the accretable yield for the first nine months of 2017 follows:

Accretable yield at the beginning of the period

  $29,165 

Accretion (including cash recoveries)

   (11,312

Additions

   17,444 

Net reclassifications to accretable from non-accretable

   2,727 

Disposals (including maturities, foreclosures, and charge-offs)

   (2,367
  

 

 

 

Accretable yield at the end of the period

  $35,657 
  

 

 

 

United’s subsidiary banks havebank has made loans to the directors and officers of United and its subsidiaries, and to their affiliates. The aggregate dollar amount of these loans was $364,774$32,791 and $255,476$35,756 at SeptemberJune 30, 20172021 and December 31, 2016,2020, respectively.

5. CREDIT QUALITY

Management monitors the credit quality of its loans and leases on an ongoing basis. Measurement of delinquency and past due status are based on the contractual terms of each loan.

United considers a loan to be past due when it is 30 days or more past its contractual payment due date.

For all loan classes, past due loans and leases are reviewed on a monthly basis to identify loans and leases for nonaccrual status. Generally, when collection in full of the principal and interest is jeopardized, the loan is placed on nonaccrual status. The accrual of interest income on commercial and most consumer loans generally is discontinued when a loan becomes 90 to 120 days past due as to principal or interest. However, regardless of delinquency status, if a loan is fully secured and in the process of collection and resolution of collection is expected in the near term (generally less than 90 days), then the

loan will not be placed on nonaccrual status. When interest accruals are discontinued, unpaid interest recognized in income in the current year is reversed, and unpaid interest accrued in prior years is charged to the allowance for loancredit losses. United’s method of income recognition for loans and leases that are classified as nonaccrual is to recognize interest income on a cash basis or apply the cash receipt to principal when the ultimate collectibility of principal is in doubt. Nonaccrual loans and leases will not normally be returned to accrual status unless all past due principal and interest has been paid and the borrower has evidenced their ability to meet the contractual provisions of the note.

Generally, a loan is categorized as a TDR if a concession is granted and there is deterioration in the financial condition of the borrower. The portfolio of TDR loans is monitored monthly.

20

A loan is categorized as a troubled debt restructuring (“TDR”) if a concession is granted and there is deterioration in the financial condition of the borrower. A loan classified as a TDR will generally retain such classification until the loan is paid in full. However, a
one-to-four-family
residential mortgage TDR loan that yields a market rate and demonstrates the ability to pay under the terms of the restructured note through a sustained period of repayment performance, which is generally one year, is removed from the TDR classification. Interest income on TDRs is accrued at the reduced rate and the loan is returned to performing status once the borrower demonstrates the ability to pay under the terms of the restructured note through a sustained period of repayment performance, which is generally six months. TDRs can take the form of a reduction of the stated interest rate, splitting a loan into separate loans and leases with market terms on one loan and concessionary terms on the other loan, receipts of assets from a debtor in partial or full satisfaction of a loan, the extension of the maturity date or dates at a stated interest rate lower than the current market rate for new debt with similar risk, the reduction of the face amount or maturity amount of the debt as stated in the instrument or other agreement, or the reduction of accrued interest or any other concessionary type of renegotiated debt. Under United’s current loan policy, a loan is not recognized as a TDR until it becomes probable that the loan will be a TDR.
In response to the coronavirus
(“COVID-19”)
pandemic and its economic impact on our customers, United has implemented a short-term modification program that complies with the Coronavirus Aid, Relief, and Economic Security (“CARES”) Act to provide temporary payment relief to those borrowers directly impacted by
COVID-19
who were not more than 30 days past due as of December 31, 2019. This program allows for a deferral of payments from the period beginning March 1, 2020 until the earlier of January 1, 2022 or the date that is 60 days after the date on which the national emergency concerning the
COVID-19
outbreak terminates. As provided for under the CARES Act, these loan modifications are exempt by law from classification as a TDR as defined by GAAP. As of SeptemberJune 30, 2017,2021, United has 238 eligible loan modifications in deferral under section 4013, “Temporary Relief from Troubled Debt Restructurings,” of the CARES Act on $66,364 of loans outstanding, down from 1,002 eligible loan modifications in deferral on $399,857 of loans outstanding at December 31, 2020.
As of June 30, 2021, United had TDRs of $46,132$47,271 as compared to $21,152$55,657 as of December 31, 2016.2020. Of the $46,132$47,271 aggregate balance of TDRs at SeptemberJune 30, 2017, $29,7172021, $32,471 was on nonaccrual, status$46 was 90 days or more past due and included in the “Loans on Nonaccrual Status” on the following pages.$1,362 was
30-89
days past due. Of the $21,152$55,657 aggregate balance of TDRs at December 31, 2016, $11,1062020, $41,185 was on nonaccrual status and $197 was
30-89
days past due. All these amounts are included in the “Loansappropriate categories in the “Age Analysis of Past Due Loans” table on Nonaccrual Status” on the followinga subsequent page. As of SeptemberJune 30, 2017,2021, there were no commitmentswas a commitment to lend additional funds of $125 to debtorsa debtor owing receivablesa receivable whose terms have been modified in TDRs. At Septembera TDR. During the second quarter and first six months of 2021, advances totaling $13 were made to this debtor under a loan that had been previously modified.
The following tables sets forth the balances of TDRs at June 30, 2017, United had restructured loans in the amount of $2,043 that were modified by a reduction in the interest rate, $4,507 that were modified by a combination of a reduction in the interest rate2021 and December 31, 2020 and the principal and $39,582 that was modified by a change in terms.

A loan acquired and accountedreasons for under ASC topic310-30 “Loans and Debt Securities Acquired with Deteriorated Credit Quality” is reported as an accruing loan and a performing asset.

No loans were restructured during the three months ended September 30, 2017. modification:

Reason for modification
  
June 30, 2021
   
December 31, 2020
 
Interest rate reduction
  $10,204   $10,774 
Interest rate reduction and change in terms
   0    2,346 
Forgiveness of principal
   200    214 
Concession of principal and term
   20    22 
Transfer of asset
   4,465    0 
Extended maturity
   5,546    4,414 
Change in terms
   26,836    37,887 
   
 
 
   
 
 
 
Total
  $47,271   $55,657 
   
 
 
   
 
 
 
21

The following table sets forth United’s troubled debt restructurings that werehave been restructured during the three months ended SeptemberJune 30, 2016,2021 and 2020, segregated by class of loans:

   Troubled Debt Restructurings 
   For the Three Months Ended 
   September 30, 2016 
   Number of
Contracts
   Pre-
Modification
Outstanding
Recorded
Investment
   Post-
Modification
Outstanding
Recorded
Investment
 

Commercial real estate:

      

Owner-occupied

   0   $0   $0 

Nonowner-occupied

   0    0    0 

Other commercial

   1    110    110 

Residential real estate

   0    0    0 

Construction & land

development

   0    0    0 

Consumer:

      

Bankcard

   0    0    0 

Other consumer

   0    0    0 
  

 

 

   

 

 

   

 

 

 

Total

   1   $110   $110 
  

 

 

   

 

 

   

 

 

 

   
Troubled Debt Restructurings

For the Three Months Ended
 
   
June 30, 2021
   
June 30, 2020
 
   
Number of
Contracts
   
Pre-

Modification
Outstanding
Recorded
Investment
   
Post-
Modification
Outstanding
Recorded
Investment
   
Number of
Contracts
   
Pre-

Modification
Outstanding
Recorded
Investment
   
Post-
Modification
Outstanding
Recorded
Investment
 
Commercial real estate:
                              
Owner-occupied
   0   $0   $0    18   $10,628   $10,586 
Nonowner-occupied
   1    5,413    5,364    6    2,259    2,248 
Other commercial
   1    181    181    14    3,169    3,090 
Residential real estate
   0    0    0    19    3,889    3,872 
Construction & land development
   0    0    0    9    2,562    2,557 
Consumer:
                              
Bankcard
   0    0    0    0    0    0 
Other consumer
   0    0    0    3    69    36 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
 
Total
   2   $5,594   $5,545    69   $22,576   $22,389 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
 
The
following table sets forth United’s troubled debt restructurings that werehave been restructured during the ninesix months ended SeptemberJune 30, 20172021 and 2016,2020, segregated by class of loans:

   Troubled Debt Restructurings 
   For the Nine Months Ended 
   September 30, 2017   September 30, 2016 
   Number of
Contracts
   Pre-
Modification
Outstanding
Recorded
Investment
   Post-
Modification
Outstanding
Recorded
Investment
   Number of
Contracts
   Pre-
Modification
Outstanding
Recorded
Investment
   Post-
Modification
Outstanding
Recorded
Investment
 

Commercial real estate:

            

Owner-occupied

   1   $5,333   $5,333    1   $1,190   $1,184 

Nonowner-occupied

   0    0    0    0    0    0 

Other commercial

   8    24,102    22,291    5    2,250    1,725 

Residential real estate

   0    0    0    1    1,400    1,400 

Construction & land

development

   1    1,456    1,400    0    0    0 

Consumer:

            

Bankcard

   0    0    0    0    0    0 

Other consumer

   0    0    0    0    0    0 
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total

   10   $30,891   $29,024    7   $4,840   $4,309 
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

During the first nine months of 2017, $29,024 of restructured loans were modified by a change in terms. During the third quarter and first nine months of 2016, $110 and $2,909, respectively, of restructured loans were modified by a change in loan terms. In addition, during the first nine months of 2016, $1,400 of restructured loans were modified by a combination of a reduction in the interest rate and an extension of the maturity date. In some instances, the post-modification balance on the restructured loans is larger than thepre-modification balance due to the advancement of monies for items such as delinquent taxes on real estate property. The loans were evaluated individually for allocation within United’s allowance for loan losses. The modifications had an immaterial impact on the financial condition and results of operations for United.

   
Troubled Debt Restructurings
 
   
For the Six Months Ended
 
   
June 30, 2021
   
June 30, 2020
 
   
Number of
Contracts
   
Pre-

Modification
Outstanding
Recorded
Investment
   
Post-
Modification
Outstanding
Recorded
Investment
   
Number of
Contracts
   
Pre-

Modification
Outstanding
Recorded
Investment
   
Post-
Modification
Outstanding
Recorded
Investment
 
Commercial real estate:
                              
Owner-occupied
   1   $940   $1,106    21   $18,579   $18,345 
Nonowner-occupied
   2    6,349    6,292    6    2,259    2,248 
Other commercial
   1    181    181    18    3,667    3,322 
Residential real estate
   0    0    0    19    3,889    3,872 
Construction & land development
   0    0    0    12    4,607    4,570 
Consumer:
                              
Bankcard
   0    0    0    0    0    0 
Other consumer
   0    0    0    3    69    36 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
 
Total
   4   $7,470   $7,579    79   $33,070   $32,393 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
 
The following table presents troubled debt restructurings, by class of loan, that were restructured during the twelve-month period ended June 30, 2021 and had charge-offs during the three months and ninesix months ended SeptemberJune 30, 2017.

   Three Months Ended
September 30, 2017
   Nine Months Ended
September 30, 2017
 
(In thousands)  Number of
Contracts
   Recorded
Investment
   Number of
Contracts
   Recorded
Investment
 

Troubled Debt Restructurings

        

Commercial real estate:

        

Owner-occupied

   0   $0    0   $0 

Nonowner-occupied

   0    0    0    0 

Other commercial

   1    1,495    1    1,495 

Residential real estate

   0    0    0    0 

Construction & land development

   0    0    0    0 

Consumer:

        

Bankcard

   0    0    0    0 

Other consumer

   0    0    0    0 
  

 

 

   

 

 

   

 

 

   

 

 

 

Total

   1   $1,495    1   $1,495 
  

 

 

   

 

 

   

 

 

   

 

 

 

No loans2021. The recorded investment amounts presented were as of the June 30, 2021 balance sheet date.

   
Three Months Ended

June 30, 2021
   
Six Months Ended

June 30, 2021
 
   
Number of
Contracts
   
Recorded
Investment
   
Number of
Contracts
   
Recorded
Investment
 
Troubled Debt Restructurings
                
Commercial real estate:
                    
Owner-occupied
   0   $0    0   $0 
Nonowner-occupied
   0    0    0    0 
Other commercial
   0    0    0    0 
Residential real estate
   1    0    1    0 
22
   
Three Months Ended

June 30, 2021
   
Six Months Ended

June 30, 2021
 
   
Number of
Contracts
   
Recorded
Investment
   
Number of
Contracts
   
Recorded
Investment
 
Troubled Debt Restructurings
                
Construction & land development
   1    0    2    0 
Consumer:
                    
Bankcard
   0    0    0    0 
Other consumer
   0    0    0    0 
   
 
 
   
 
 
   
 
 
   
 
 
 
Total
   2   $0    3   $0 
   
 
 
   
 
 
   
 
 
   
 
 
 
The following table presents troubled debt restructurings, by class of loan, that were restructured during the twelve-month period ended SeptemberJune 30, 2016 subsequently defaulted, resulting in a principalcharge-off2020 and had charge-offs during the three months and first ninesix months ended SeptemberJune 30, 2016.

2020. The recorded investment amounts presented were as of the June 30, 2020 balance sheet date.

   
Three Months Ended

June 30, 2020
   
Six Months Ended

June 30, 2020
 
   
Number of
Contracts
   
Recorded
Investment
   
Number of
Contracts
   
Recorded
Investment
 
Troubled Debt Restructurings
                
Commercial real estate:
                    
Owner-occupied
   0   $0    0   $0 
Nonowner-occupied
   0    0    0    0 
Other commercial
   0    0    0    0 
Residential real estate
   0    0    0    0 
Construction & land development
   1    690    1    690 
Consumer:
                    
Bankcard
   0    0    0    0 
Other consumer
   0    0    0    0 
   
 
 
   
 
 
   
 
 
   
 
 
 
Total
   1   $690    1   $690 
   
 
 
   
 
 
   
 
 
   
 
 
 
The following table sets forth United’s age analysis of its past due loans and leases, segregated by class of loans:

Age Analysis

Age Analysis of Past Due Loans and Leases
 
As of June 30, 2021
   
30-89 Days

Past Due
   
90 Days or
more Past
Due
   
Total Past
Due
   
Current &
Other
   
Total

Financing
Receivables
   
90 Days or
More Past
Due &
Accruing
 
Commercial real estate:
                              
Owner-occupied
  $4,735   $19,849   $24,584   $1,565,117   $1,589,701   $832 
Nonowner-occupied
   5,753    25,720    31,473    4,949,753    4,981,226    1,876 
Other commercial
   38,932    13,444    52,376    3,605,396    3,657,772    1,028 
Residential real estate
   19,763    23,145    42,908    3,544,149    3,587,057    8,361 
Construction & land development
   1,637    3,386    5,023    1,924,029    1,929,052    133 
Consumer:
                              
Bankcard
   41    189    230    7,710    7,940    189 
Other consumer
   11,938    2,101    14,039    1,154,865    1,168,904    1,762 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
 
Total
  $82,799   $87,834   $170,633   $16,751,019   $16,921,652   $14,181 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
 
Age Analysis of Past Due Loans and Leases
 
As of December 31, 2020
   
30-89 Days

Past Due
   
90 Days or
more Past
Due
   
Total Past
Due
   
Current &
Other
   
Total

Financing
Receivables
   
90 Days or
More Past
Due &
Accruing
 
Commercial real estate:
                              
Owner-occupied
  $4,556   $28,479   $33,035   $1,589,652   $1,622,687   $0 
Nonowner-occupied
   6,837    29,292    36,129    4,981,598    5,017,727    1,284 
Other commercial
   13,796    26,274    40,070    4,014,348    4,054,418    1,001 
23

Table of Past Due Loans

As of September 30, 2017

   30-89
Days
Past Due
   90 Days or
more Past
Due
   Total Past
Due
   Current &
Other (1)
   Total
Financing
Receivables
   Recorded
Investment
>90  Days

& Accruing
 

Commercial real estate:

            

Owner-occupied

  $9,704   $6,912   $16,616   $1,348,141   $1,364,757   $0 

Nonowner-occupied

   7,686    20,797    28,483    4,657,700    4,686,183    0 

Other commercial

   13,589    79,342    92,931    1,664,810    1,757,741    802 

Residential real estate

   33,654    25,564    59,218    2,991,650    3,050,868    5,298 

Construction & land

development

   3,351    17,852    21,203    1,578,429    1,599,632    14,828 

Consumer:

            

Bankcard

   385    210    595    13,180    13,775    210 

Other consumer

   8,087    1,305    9,392    674,506    683,898    1,111 
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total

  $76,456   $151,982   $228,438   $12,928,416   $13,156,854   $22,249 
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

(1)Other includes loans with a recorded investment of $227,754 acquired and accounted for under ASC topic310-30 “Loans and Debt Securities Acquired with Deteriorated Credit Quality”.

Age Analysis of Past Due Loans

As of December 31, 2016

(In thousands)  30-89
Days
Past Due
   90 Days or
more Past
Due
   Total Past
Due
   Current &
Other (1)
   Total
Financing
Receivables
   Recorded
Investment
>90  Days

& Accruing
 

Commercial real estate:

            

Owner-occupied

  $5,850   $3,981   $9,831   $1,040,054   $1,049,885   $94 

Nonowner-occupied

   9,288    20,847    30,135    3,395,318    3,425,453    172 

Other commercial

   15,273    42,766    58,039    1,555,398    1,613,437    2,518 

Residential real estate

   29,976    25,991    55,967    2,347,470    2,403,437    4,216 

Construction & land

development

   3,809    7,779    11,588    1,244,150    1,255,738    33 

Consumer:

            

Bankcard

   422    141    563    13,624    14,187    141 

Other consumer

   10,015    1,712    11,727    582,855    594,582    1,412 
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total

  $74,633   $103,217   $177,850   $10,178,869   $10,356,719   $8,586 
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

(1)Other includes loans with a recorded investment of $171,596 acquired and accounted for under ASC topic310-30 “Loans and Debt Securities Acquired with Deteriorated Credit Quality”.

Contents

Age Analysis of Past Due Loans and Leases
 
As of December 31, 2020
 
   
30-89 Days

Past Due
   
90 Days or
more Past
Due
   
Total Past
Due
   
Current &
Other
   
Total

Financing
Receivables
   
90 Days or
More Past
Due &
Accruing
 
Residential real estate
   32,743    24,892    57,635    3,842,250    3,899,885    8,574 
Construction & land development
   1,919    5,885    7,804    1,818,545    1,826,349    461 
Consumer:
                              
Bankcard
   362    156    518    8,419    8,937    156 
Other consumer
   14,765    2,757    17,522    1,175,058    1,192,580    2,356 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
 
Total
  $74,978   $117,735   $192,713   $17,429,870   $17,622,583   $13,832 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
 
The following table sets forth United’s nonaccrual loans and leases, segregated by class of loans:

Loans

   
At June 30, 2021
   
At December 31, 2020
 
   
Nonaccruals
   
With No
Related
Allowance
for Credit
Losses
   
90 Days or
More Past
Due &
Accruing
   
Nonaccruals
   
With No
Related
Allowance for
Credit Losses
   
90 Days or
More Past
Due &
Accruing
 
Commercial Real Estate:
                              
Owner-occupied
  $19,017   $19,017   $832   $28,479   $28,479   $0 
Nonowner-occupied
   23,844    20,404    1,876    28,008    16,070    1,284 
Other Commercial
   12,416    9,191    1,028    25,273    13,149    1,001 
Residential Real Estate
   14,784    13,790    8,361    16,318    14,769    8,574 
Construction
   3,253    3,253    133    5,424    4,484    461 
Consumer:
                              
Bankcard
   0    0    189    0    0    156 
Other consumer
   339    339    1,762    401    401    2,356 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
 
Total
  $73,653   $65,994   $14,181   $103,903   $77,352   $13,832 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
 
Interest income recognized on Nonaccrual Status

    September 30,
2017
   December 31,
2016
 

Commercial real estate:

    

Owner-occupied

  $6,912   $3,887 

Nonowner-occupied

   20,797    20,675 

Other commercial

   78,540    40,248 

Residential real estate

   20,266    21,775 

Construction & land development

   3,024    7,746 

Consumer:

    

Bankcard

   0    0

Other consumer

   194    300
  

 

 

   

 

 

 

Total

  $129,733   $94,631 
  

 

 

   

 

 

 

nonaccrual loans was insignificant during the three and six months ended June 30, 2021 and 2020.

For the adoption of ASC Topic 326, United assignselected the practical expedient to measure expected credit quality indicatorslosses on collateral dependent loans and leases based on the difference between the loan’s amortized cost and the collateral’s fair value, adjusted for selling costs. The following table presents the amortized cost basis of pass, special mention, substandardcollateral-dependent loans and doubtfulleases in which repayment is expected to its loans. be derived substantially through the operation or sale of the collateral and where the borrower is experiencing financial difficulty, by class of loans and leases as of June 30, 2021 and December 31, 2020:
   
Collateral Dependent Loans and Leases
 
   
At June 30, 2021
 
   
Residential
Property
   
Business
Assets
   
Land
   
Commercial
Property
   
Other
   
Total
 
Commercial real estate:
                          
Owner-occupied
  $0   $44   $0   $17,266   $19,017   $36,327 
Nonowner-occupied
   12,985    0    2,096    8,931    16,922    40,934 
Other commercial
   0    14,966    0    0    1,634    16,600 
Residential real estate
   19,085    0    0    0    0    19,085 
Construction & land development
   0    0    5,114    0    812    5,926 
Consumer:
                              
Bankcard
   0    0    0    0    0    0 
Other consumer
   0    0    0    0    0    0 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
 
       
Total
  $32,070   $15,010   $7,210   $26,197   $38,385   $118,872 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
 
24

   
Collateral Dependent Loans and Leases
 
   
At December 31, 2020
 
   
Residential
Property
   
Business
Assets
   
Land
   
Commercial
Property
   
Other
   
Total
 
Commercial real estate:
                          
Owner-occupied
  $1,480   $138   $0   $18,097   $21,737   $41,452 
Nonowner-occupied
   16,400    0    2,898    10,167    18,230    47,695 
Other commercial
   5,424    20,429    0    258    2,345    28,456 
Residential real estate
   21,006    229    34    0    803    22,072 
Construction & land development
   39    0    17,408    0    746    18,193 
Consumer:
                              
Bankcard
   0    0    0    0    0    0 
Other consumer
   0    0    0    0    1    1 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
 
       
Total
  $44,349   $20,796   $20,340   $28,522   $43,862   $157,869 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
 
United categorizes loans and leases into risk categories based on relevant information about the ability of borrowers to service their debt: current financial information, historical payment experience, credit documentation, underlying collateral (if any), public information and current economic trends, among other factors.
United uses the following definitions for risk ratings:
Pass
Special Mention
Substandard
Doubtful
For United’s loans with a corporate credit exposure, United internally assigns a grade based onanalyzes loans individually to classify the creditworthinessloans as to credit risk. Review and analysis of criticized (special mention-rated loans in the borrower.amount of $1,000 or greater) and classified (substandard-rated and worse in the amount of $500 and greater) loans is completed once per quarter. Review of notes with committed exposure of $2,000 or greater is completed at least annually. For loans with a consumer credit exposure, United internally assigns a grade based upon an individual loan’s delinquency status. United reviews and updates, as necessary, these grades on a quarterly basis.

Special mention loans, with a corporate credit exposure, have potential weaknesses that deserve management’s close attention. If left uncorrected, these potential weaknesses may result in deterioration of the repayment prospects for the loans or in the Company’s credit position at some future date. Borrowers may be experiencing adverse operating trends (declining revenues or margins) or an ill proportioned balance sheet (e.g., increasing inventory without an increase in sales, high leverage, tight liquidity). Adverse economic or market conditions, such as interest rate increases or the entry of a new competitor, may also support a special mention rating. Nonfinancial reasons for rating a credit exposure special mention include management problems, pending litigation, an ineffective loan agreement or other material structural weakness, and any other significant deviation from prudent lending practices. For loans with a consumer credit exposure, loans that are past due30-89
30-89
days are generally considered special mention.

A substandard loan with a corporate credit exposure is inadequately protected by the current sound worth and paying capacity of the obligor or of the collateral pledged, if any. Loans so classified have a well-defined weakness, or weaknesses, that jeopardize the liquidation of the debt by the borrower. They are characterized by the distinct possibility that the Company will sustain some loss if the deficiencies are not corrected. They require more intensive supervision by management. Substandard loans are generally characterized by current or expected unprofitable operations, inadequate debt service coverage, inadequate liquidity, or marginal capitalization. Repayment may depend on collateral or other credit risk mitigants. For some substandard loans, the likelihood of full collection of interest and principal may be in doubt and thus, placed on nonaccrual. For loans with a consumer credit exposure, loans that are 90 days or more past due or that have been placed on nonaccrual are considered substandard.

25

A loan with
corporate credit exposure is classified as doubtful if it has all the weaknesses inherent in one classified as substandard with the added characteristic that the weaknesses make collection in full, on the basis of currently existing facts, conditions, and values, highly questionable and improbable.questionable. A doubtful loan has a high probability of total or substantial loss, but because of specific pending events that may strengthen the loan, its classification as loss is deferred. Doubtful borrowers are usually in default, lack adequate liquidity or capital, and lack the resources necessary to remain an operating entity. Pending events can include mergers, acquisitions, liquidations, capital injections, the perfection of liens on additional collateral, the valuation of collateral, and refinancing. Generally, there are not any loans with a consumer credit exposure that are classified as doubtful. Usually, they are
charged-off
prior to such a classification. Loans classified as doubtful are also considered impaired.

The following tables set forth United’s credit quality indicators information,

Based on the most recent analysis
performed, the risk category of loans and leases by class of loans:

Credit Quality Indicators

Corporate Credit Exposure

As of September 30, 2017

 
   Commercial Real Estate   Other
Commercial
   Construction
& Land
Development
 
   Owner-
occupied
   Nonowner-
occupied
     

Grade:

        

Pass

  $1,282,657   $4,544,799   $1,611,250   $1,498,656 

Special mention

   23,827    44,080    47,450    19,872 

Substandard

   58,273    97,304    98,933    81,104 

Doubtful

   0    0    108    0 
  

 

 

   

 

 

   

 

 

   

 

 

 

Total

  $1,364,757   $4,686,183   $1,757,741   $1,599,632 
  

 

 

   

 

 

   

 

 

   

 

 

 

As of December 31, 2016

 
   Commercial Real Estate   Other
Commercial
   Construction
& Land
Development
 
   Owner-
occupied
   Nonowner-
occupied
     

Grade:

        

Pass

  $963,503   $3,284,497   $1,463,797   $1,126,742 

Special mention

   20,490    36,462    26,537    52,327 

Substandard

   65,892    104,494    122,893    76,669 

Doubtful

   0    0    210    0 
  

 

 

   

 

 

   

 

 

   

 

 

 

Total

  $1,049,885   $3,425,453   $1,613,437   $1,255,738 
  

 

 

   

 

 

   

 

 

   

 

 

 

Credit Quality Indicators

Consumer Credit Exposure

As of September 30, 2017

 
   Residential
Real Estate
   Bankcard   Other
Consumer
 

Grade:

      

Pass

  $2,999,614   $13,180   $674,447 

Special mention

   18,953    385    8,134 

Substandard

   32,301    210    1,317 

Doubtful

   0    0    0 
  

 

 

   

 

 

   

 

 

 

Total

  $3,050,868   $13,775   $683,898 
  

 

 

   

 

 

   

 

 

 

As of December 31, 2016

 
   Residential
Real Estate
   Bankcard   Other
Consumer
 

Grade:

      

Pass

  $2,348,017   $13,624   $582,704 

Special mention

   18,240    422    10,132 

Substandard

   36,995    141    1,746 

Doubtful

   185    0    0 
  

 

 

   

 

 

   

 

 

 

Total

  $2,403,437   $14,187   $594,582 
  

 

 

   

 

 

   

 

 

 

Loans are designatedloans is as impaired when, in the opinionfollows:

Commercial Real Estate
 O
wner-occupied
  
Term Loans

Origination Year
  
Revolving loans
amortized cost
basis
  
Revolving

loans

converted to
term loans
  
Total
 
As of June 30, 2021
 
2021
  
2020
  
2019
  
2018
  
2017
  
Prior
 
Internal Risk Grade:
         
Pass
  $97,374   $284,405   $154,354   $158,806   $178,273  $621,459  $25,214   $426   $1,520,311 
Special Mention
   0    0    0    2,166    734   19,044   941    0    22,885 
Substandard
   0    62    44    0    1,398   43,732   700    252    46,188 
Doubtful
   0    0    0    0    0   317   0    0    317 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
  
 
 
  
 
 
   
 
 
   
 
 
 
Total
  $97,374   $284,467   $154,398   $160,972   $180,405  $684,552  $26,855   $678   $1,589,701 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
  
 
 
  
 
 
   
 
 
   
 
 
 
          
YTD charge-offs
   0    0    0    0    (44  (166  0    0    (210
YTD recoveries
   0    0    0    0    12   72   0    0    84 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
  
 
 
  
 
 
   
 
 
   
 
 
 
YTD net charge-offs
  $0   $0   $0   $0   $(32 $(94 $0   $0   $(126
 
 
 
  
 
 
  
 
 
  
 
 
  
 
 
  
 
 
  
 
 
  
 
 
  
 
 
 
  
Term Loans

Origination Year
  
Revolving loans
amortized cost
basis
  
Revolving

loans

converted to
term loans
  
Total
 
As of December 31, 2020
 
2020
  
2019
  
2018
  
2017
  
2016
  
Prior
 
Internal Risk Grade:
         
Pass
  $280,779   $152,851   $162,027   $198,610   $282,214  $443,312  $22,303   $0   $1,542,096 
Special Mention
   0    1,206    3,772    754    2,013   20,792   0    453    28,990 
Substandard
   1,935    62    0    1,117    3,788   43,354   864    149    51,269 
Doubtful
   0    0    0    0    0   332   0    0    332 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
  
 
 
  
 
 
   
 
 
   
 
 
 
Total
  $282,714   $154,119   $165,799   $200,481   $288,015  $507,790  $23,167   $602   $1,622,687 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
  
 
 
  
 
 
   
 
 
   
 
 
 
          
YTD charge-offs
   0    0    0    0    0   (2,195  0    0    (2,195
YTD recoveries
   0    0    0    0    0   795   0    0    795 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
  
 
 
  
 
 
   
 
 
   
 
 
 
YTD net charge-offs
  $0   $0   $0   $0   $0  $(1,400 $0   $0   $(1,400
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
  
 
 
  
 
 
   
 
 
   
 
 
 
Commercial Real Estate – Nonowner-occupied
          
  
Term Loans

Origination Year
  
Revolving loans
amortized cost
basis
  
Revolving

loans

converted to
term loan
  
Total
 
As of June 30, 2021
 
2021
  
2020
  
2019
  
2018
  
2017
  
Prior
 
Internal Risk Grade:
         
Pass
  $506,071   $895,827   $571,698   $508,960   $428,608   $1,663,763  $105,766   $2,078   $4,682,771 
Special Mention
   0    0    114,003    0    382    68,707   0    0    183,092 
Substandard
   0    735    13,814    6,995    1,124    92,695   0    0    115,363 
Doubtful
   0    0    0    0    0    0   0    0    0 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
  
 
 
   
 
 
   
 
 
 
Total
  $506,071   $896,562   $699,515   $515,955   $430,114   $1,825,165  $105,766   $2,078   $4,981,226 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
  
 
 
   
 
 
   
 
 
 
                                     
YTD charge-offs
   0    0    0    0    0    (3,101  0    0    (3,101
YTD recoveries
   0    0    0    0    0    303   0    0    303 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
  
 
 
   
 
 
   
 
 
 
YTD net charge-offs
  $0   $0   $0   $0   $0   $(2,798 $0   $0   $(2,798
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
  
 
 
   
 
 
   
 
 
 
26

  
Term Loans

Origination Year
  
Revolving loans
amortized cost
basis
  
Revolving

loans

connverted to
term loans
  
Total
 
As of December 31, 2020
 
2020
  
2019
  
2018
  
2017
  
2016
  
Prior
 
Internal Risk Grade:
         
Pass
  $929,001  $592,109   $596,260  $481,894   $502,417  $1,496,135  $118,404   $2,112   $4,718,332 
Special Mention
   0   105,104    0   391    8,902   78,591   0    0    192,988 
Substandard
   392   14,620    7,435   1,564    10,824   71,572   0    0    106,407 
Doubtful
   0   0    0   0    0   0   0    0    0 
   
 
 
  
 
 
   
 
 
  
 
 
   
 
 
  
 
 
  
 
 
   
 
 
   
 
 
 
Total
  $929,393  $711,833   $603,695  $483,849   $522,143  $1,646,298  $118,404   $2,112   $5,017,727 
   
 
 
  
 
 
   
 
 
  
 
 
   
 
 
  
 
 
  
 
 
   
 
 
   
 
 
 
                                     
YTD charge-offs
   (38  0    (300  0    (3,394  (2,402  0    0    (6,134
YTD recoveries
   0   0    0   0    0   1,023   0    0    1,023 
   
 
 
  
 
 
   
 
 
  
 
 
   
 
 
  
 
 
  
 
 
   
 
 
   
 
 
 
YTD net charge-offs
  $(38 $0   $(300 $0   $(3,394 $(1,379 $0   $0   $(5,111
   
 
 
  
 
 
   
 
 
  
 
 
   
 
 
  
 
 
  
 
 
   
 
 
   
 
 
 
Other commercial
          
  
Term Loans and leases

Origination Year
  
Revolving loans
and leases
amortized cost
basis
  
Revolving

loans and leases

converted to
term loans
  
Total
 
As of June 30, 2021
 
2021
  
2020
  
2019
  
2018
  
2017
  
Prior
 
Internal Risk Grade:
         
Pass
  $758,865   $898,082   $353,707  $129,477  $96,778  $112,242  $1,214,646  $2,257   $3,566,054 
Special Mention
   25    67    147   1,196   1,003   4,852   41,972   73    49,335 
Substandard
   8    1,047    807   2,234   455   21,876   15,532   284    42,243 
Doubtful
   0    0    0   0   0   140   0   0    140 
   
 
 
   
 
 
   
 
 
  
 
 
  
 
 
  
 
 
  
 
 
  
 
 
   
 
 
 
Total
  $758,898   $899,196   $354,661  $132,907  $98,236  $139,110  $1,272,150  $2,614   $3,657,772 
   
 
 
   
 
 
   
 
 
  
 
 
  
 
 
  
 
 
  
 
 
  
 
 
   
 
 
 
                                     
YTD charge-offs
   0    0    (31  (100  (6  (2,447  (40  0    (2,624
YTD recoveries
   0    0    14   85   16   1,714   0   0    1,829 
   
 
 
   
 
 
   
 
 
  
 
 
  
 
 
  
 
 
  
 
 
  
 
 
   
 
 
 
YTD net charge-offs
  $0   $0   $(17 $(15 $10  $(733 $(40 $0   $(795
   
 
 
   
 
 
   
 
 
  
 
 
  
 
 
  
 
 
  
 
 
  
 
 
   
 
 
 
     
  
Term Loans and leases

Origination Year
  
Revolving loans
and leases
amortized cost
basis
  
Revolving

loans and leases

converted to
term loans
  
Total
 
As of December 31, 2020
 
2020
  
2019
  
2018
  
2017
  
2016
  
Prior
 
Internal Risk Grade:
                                        
Pass
  $1,702,787   $370,059   $200,588  $112,170  $119,582  $257,638  $1,172,699  $2,668   $3,938,191 
Special Mention
   333��   384    4,754   1,300   138   8,231   40,048   86    55,274 
Substandard
   1,649    830    2,241   2,606   6,565   30,308   16,222   360    60,781 
Doubtful
   0    0    0   0   37   135   0   0    172 
   
 
 
   
 
 
   
 
 
  
 
 
  
 
 
  
 
 
  
 
 
  
 
 
   
 
 
 
Total
  $1,704,769   $371,273   $207,583  $116,076  $126,322  $296,312  $1,228,969  $3,114   $4,054,418 
   
 
 
   
 
 
   
 
 
  
 
 
  
 
 
  
 
 
  
 
 
  
 
 
   
 
 
 
                                     
YTD charge-offs
   0    0    (959  (23  (3,525  (12,843  0   0    (17,350
YTD recoveries
   94    864    18   12   684   2,789   0   0    4,461 
   
 
 
   
 
 
   
 
 
  
 
 
  
 
 
  
 
 
  
 
 
  
 
 
   
 
 
 
YTD net charge-offs
  $94   $864   $(941 $(11 $(2,841 $(10,054 $0  $0   $(12,889
   
 
 
   
 
 
   
 
 
  
 
 
  
 
 
  
 
 
  
 
 
  
 
 
   
 
 
 
Residential Real Estate
          
  
Term Loans

Origination Year
  
Revolving loans
amortized cost
basis
  
Revolving

loans

converted to

term loans
  
Total
 
As of June 30, 2021
 
2021
  
2020
  
2019
  
2018
  
2017
  
Prior
 
Internal Risk Grade:
         
Pass
  $395,401   $628,539   $475,986  $407,397   $221,041  $1,019,262  $404,177   $3,044   $3,554,847 
Special Mention
   0    0    265   0    179   5,068   730    0    6,242 
Substandard
   0    0    393   424    3,196   21,571   270    114    25,968 
Doubtful
   0    0    0   0    0   0   0    0    0 
   
 
 
   
 
 
   
 
 
  
 
 
   
 
 
  
 
 
  
 
 
   
 
 
   
 
 
 
Total
  $395,401   $628,539   $476,644  $407,821   $224,416  $1,045,901  $405,177   $3,158   $3,587,057 
   
 
 
   
 
 
   
 
 
  
 
 
   
 
 
  
 
 
  
 
 
   
 
 
   
 
 
 
                                     
YTD charge-offs
   0    0    (30  0    (116  (5,260  0    0    (5,406
YTD recoveries
   0    0    0   0    0   821   0    0    821 
   
 
 
   
 
 
   
 
 
  
 
 
   
 
 
  
 
 
  
 
 
   
 
 
   
 
 
 
YTD net charge-offs
  $0   $0   $(30 $0   $(116 $(4,439 $0   $0   $(4,585
   
 
 
   
 
 
   
 
 
  
 
 
   
 
 
  
 
 
  
 
 
   
 
 
   
 
 
 
27

   
Term Loans

Origination Year
  
Revolving loans
amortized cost
basis
   
Revolving

loans

converted to
term loans
   
Total
 
As of December 31, 
2020
  
2020
   
2019
   
2018
   
2017
   
2016
  
Prior
 
          
Internal Risk Grade:
                                           
Pass
  $603,714   $624,142   $640,535   $292,700   $282,547  $975,913  $436,728   $4,224   $3,860,503 
Special Mention
   0    267    0    192    2,325   6,623   800    0    10,207 
Substandard
   0    282    440    3,263    3,516   20,967   201    227    28,896 
Doubtful
   0    0    0    0    0   279   0    0    279 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
  
 
 
  
 
 
   
 
 
   
 
 
 
Total
  $603,714   $624,691   $640,975   $296,155   $288,388  $1,003,782  $437,729   $4,451   $3,899,885 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
  
 
 
  
 
 
   
 
 
   
 
 
 
          
YTD charge-offs
   0    0    0    0    (1  (1,759  0    0    (1,760
YTD recoveries
   0    0    0    101    0   961   1    0    1,063 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
  
 
 
  
 
 
   
 
 
   
 
 
 
YTD net charge-offs
  $0   $0   $0   $101   $(1 $(798 $1   $0   $(697
 
 
 
  
 
 
  
 
 
  
 
 
  
 
 
  
 
 
  
 
 
  
 
 
  
 
 
 
Construction and Land Development
          
  
Term Loans

Origination Year
  
Revolving loans
amortized cost
basis
  
Revolving

loans

converted to
term loans
  
Total
 
As of June 30, 2021
 
2021
  
2020
  
2019
  
2018
  
2017
  
Prior
 
Internal Risk Grade:
         
Pass
  $282,876   $507,181   $501,304   $267,413   $93,005   $86,486  $167,545   $0   $1,905,810 
Special Mention
   0    0    0    2,419    550    1,221   995    0    5,185 
Substandard
   386    0    278    941    0    15,706   746    0    18,057 
Doubtful
   0    0    0    0    0    0   0    0    0 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
  
 
 
   
 
 
   
 
 
 
Total
  $283,262   $507,181   $501,582   $270,773   $93,555   $103,413  $169,286   $0   $1,929,052 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
  
 
 
   
 
 
   
 
 
 
          
YTD charge-offs
   0    0    0    0    0    (255  0    0    (255
YTD recoveries
   0    0    0    0    0    48   0    0    48 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
  
 
 
   
 
 
   
 
 
 
YTD net charge-offs
  $0   $0   $0   $0   $0   $(207 $0   $0   $(207
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
  
 
 
   
 
 
   
 
 
 
     
   
Term Loans

Origination Year
  
Revolving loans
amortized cost
basis
   
Revolving

loans

converted to
term loans
   
Total
 
\
As of December 31, 2020
  
2020
   
2019
   
2018
   
2017
   
2016
   
Prior
 
          
Internal Risk Grade:
                                            
Pass
  $420,977   $663,113   $304,579   $127,377   $83,252   $53,713  $145,431   $0   $1,798,442 
Special Mention
   0    0    4,689    557    0    1,420   995    0    7,661 
Substandard
   0    250    1,535    0    216    17,499   746    0    20,246 
Doubtful
   0    0    0    0    0    0   0    0    0 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
  
 
 
   
 
 
   
 
 
 
Total
  $420,977   $663,363   $310,803   $127,934   $83,468   $72,632  $147,172   $0   $1,826,349 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
  
 
 
   
 
 
   
 
 
 
          
YTD charge-offs
   0    0    0    0    0    (2,027  0    0    (2,027
YTD recoveries
   0    0    0    0    0    1,513   0    0    1,513 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
  
 
 
   
 
 
   
 
 
 
YTD net charge-offs
  $0   $0   $0   $0   $0   $(514 $0   $0   $(514
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
  
 
 
   
 
 
   
 
 
 
Bankcard
          
  
Term Loans

Origination Year
  
Revolving loans
amortized cost
basis
  
Revolving

loans

converted to

term loans
  
Total
 
As of June 30, 2021
 
2021
  
2020
  
2019
  
2018
  
2017
  
Prior
 
Internal Risk Grade:
         
Pass
  $0   $0   $0   $0   $0   $0   $7,710  $0   $7,710 
Special Mention
   0    0    0    0    0    0    41   0    41 
Substandard
   0    0    0    0    0    0    189   0    189 
Doubtful
   0    0    0    0    0    0    0   0    0 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
  
 
 
   
 
 
 
Total
  $0   $0   $0   $0   $0   $0   $7,940  $0   $7,940 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
  
 
 
   
 
 
 
          
YTD charge-offs
   0    0    0    0    0    0    (106  0    (106
YTD recoveries
   0    0    0    0    0    0    30   0    30 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
  
 
 
   
 
 
 
YTD net charge-offs
  $0   $0   $0   $0   $0   $0   $(76 $0   $(76
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
  
 
 
   
 
 
 
28

Table of delinquency (i.e. 90 days or more) is noted or there are subsequent events that impact repayment probability (i.e. negative financial trends, bankruptcy filings, eminent foreclosure proceedings, etc.). Impairment is evaluated in total for smaller-balance loans of a similar nature and on an individual loan basis for other loans.

Consistent with United’s existing method of income recognition for loans, interest on impaired loans, except those classified as nonaccrual, is recognized as income using the accrual method. Impaired loans, or portions thereof, are charged off when deemed uncollectible.

The following table sets forth United’s impaired loans information, by class of loans:

   Impaired Loans 
   September 30, 2017   December 31, 2016 
   Recorded
Investment
   Unpaid
Principal
Balance
   Related
Allowance
   Recorded
Investment
   Unpaid
Principal
Balance
   Related
Allowance
 

With no related allowance recorded:

            

Commercial real estate:

            

Owner-occupied

  $64,592   $65,355   $0   $46,575   $47,108   $0 

Nonowner-occupied

   143,100    143,552    0    92,654    93,104    0 

Other commercial

   55,022    58,785    0    46,064    48,308    0 

Residential real estate

   20,873    22,546    0    22,747    24,404    0 

Construction & land
development

   30,959    33,225    0    19,863    21,746    0 

Consumer:

            

Bankcard

   0    0    0    0   0   0 

Other consumer

   16    16    0    36   36   0 

With an allowance recorded:

            

Commercial real estate:

            

Owner-occupied

  $8,220   $8,220   $923   $1,787   $2,082   $815 

Nonowner-occupied

   12,182    12,182    1,786    17,938    17,938    2,524 

Other commercial

   70,344    80,415    21,890    43,774    46,188    13,441 

Residential real estate

   13,743    15,082    1,659    12,066    12,801    3,431 

Construction & land
development

   1,411    5,910    488    4,940    7,899    3,206 

Consumer:

            

Bankcard

   0    0    0    0   0   0

Other consumer

   0    0    0    0    0    0

Total:

            

Commercial real estate:

            

Owner-occupied

  $72,812   $73,575   $923   $48,362   $49,190   $815 

Nonowner-occupied

   155,282    155,734    1,786    110,592    111,042    2,524 

Other commercial

   125,366    139,200    21,890    89,838    94,496    13,441 

Residential real estate

   34,616    37,628    1,659    34,813    37,205    3,431 

Construction & land
development

   32,370    39,135    488    24,803    29,645    3,206 

Consumer:

            

Bankcard

   0    0    0    0    0   0

Other consumer

   16    16    0    36    36   0

   Impaired Loans 
   For the Three Months Ended 
   September 30, 2017   September 30, 2016 
   Average
Recorded
Investment
   Interest
Income
Recognized
   Average
Recorded
Investment
   Interest
Income
Recognized
 

With no related allowance recorded:

        

Commercial real estate:

        

Owner-occupied

  $58,980   $376   $38,199   $531 

Nonowner-occupied

   108,959    312   71,154    321 

Other commercial

   57,317    306   45,028    1,221 

Residential real estate

   19,553    74   27,214    170

Construction & land development

   23,846    552   28,730    46

Consumer:

        

   Impaired Loans 
   For the Three Months Ended 
   September 30, 2017   September 30, 2016 
   Average
Recorded
Investment
   Interest
Income
Recognized
   Average
Recorded
Investment
   Interest
Income
Recognized
 

Bankcard

   0   0   0   0

Other consumer

   25    0    35    0 

With an allowance recorded:

        

Commercial real estate:

        

Owner-occupied

  $11,624   $131   $3,353   $36 

Nonowner-occupied

   13,408    89   14,046    122

Other commercial

   72,835    216   33,195    42

Residential real estate

   15,225    16   8,579    52

Construction & land development

   1,641    21   8,591    56

Consumer:

        

Bankcard

   0   0   0   0

Other consumer

   0   0   0   0

Total:

        

Commercial real estate:

        

Owner-occupied

  $70,604   $507   $41,552   $567 

Nonowner-occupied

   122,367    401   85,200    443

Other commercial

   130,152    522   78,223    1,263 

Residential real estate

   34,778    90   35,793    222

Construction & land development

   25,487    573   37,321    102

Consumer:

        

Bankcard

   0   0   0   0

Other consumer

   25   0    35   0

   Impaired Loans 
   For the Nine Months Ended 
   September 30, 2017   September 30, 2016 
   Average
Recorded
Investment
   Interest
Income
Recognized
   Average
Recorded
Investment
   Interest
Income
Recognized
 

With no related allowance recorded:

        

Commercial real estate:

        

Owner-occupied

  $55,506   $1,011   $34,030   $715 

Nonowner-occupied

   93,254    811   70,081    714 

Other commercial

   55,891    895   37,805    1,446 

Residential real estate

   19,634    206   26,737    406 

Construction & land development

   20,706    563   26,559    112 

Consumer:

        

Bankcard

   0   0   0   0 

Other consumer

   29   0   32   0 

With an allowance recorded:

        

Commercial real estate:

        

Owner-occupied

  $9,392   $424   $3,603   $92 

Nonowner-occupied

   14,595    363   10,416    360

Other commercial

   65,142    1,410    34,755    270

Residential real estate

   15,186    89   9,129    77

Construction & land development

   2,872    64   10,300    146

Consumer:

        

Bankcard

   0   0   0   0

Other consumer

   0   0   0   0

Total:

        

Commercial real estate:

        

Owner-occupied

  $64,898   $1,435   $37,633   $807 

Nonowner-occupied

   107,849    1,174    80,497    1,074 

Other commercial

   121,033    2,305    72,560    1,716 

Residential real estate

   34,820    295   35,866    483

Construction & land development

   23,578    627   36,859    258

Consumer:

        

Bankcard

   0   0   0   0

Other consumer

   29   0   32   0

Contents

  
Term Loans

Origination Year
  
Revolving loans
amortized cost
basis
  
Revolving

loans

converted to

term loans
  
Total
 
As of December 31, 2020
  
 
 
 
2020
 
 
 
   
 
 
 
2019
 
 
 
   
 
 
 
2018
 
 
 
   
 
 
 
2017
 
 
 
   
 
 
 
2016
 
 
 
   
 
 
 
Prior
 
 
 
 
          
Internal Risk Grade:
                                            
Pass
  $0   $0   $0   $0   $0   $0   $8,419  $0   $8,419 
Special Mention
   0    0    0    0    0    0    362   0    362 
Substandard
   0    0    0    0    0    0    156   0    156 
Doubtful
   0    0    0    0    0    0    0   0    0 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
  
 
 
   
 
 
 
Total
  $0   $0   $0   $0   $0   $0   $8,937  $0   $8,937 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
  
 
 
   
 
 
 
          
YTD charge-offs
   0    0    0    0    0    0    (221  0    (221
YTD recoveries
   0    0    0    0    0    0    52   0    52 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
  
 
 
   
 
 
 
YTD net charge-offs
  $0   $0   $0   $0   $0   $0   $(169 $0   $(169
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
  
 
 
   
 
 
 
Other Consumer
          
  
Term Loans

Origination Year
  
Revolving loans
amortized cost
basis
  
Revolving

loans

converted to
term loans
  
Total
 
As of June 30, 2021
 
2021
  
2020
  
2019
  
2018
  
2017
  
Prior
 
Internal Risk Grade:
         
Pass
  $241,796  $380,844  $311,882  $170,348  $48,919  $12,089  $3,017  $0   $1,168,895 
Special Mention
   0   0   0   0   0   6   1   0    7 
Substandard
   0   2   0   0   0   0   0   0    2 
Doubtful
   0   0   0   0   0   0   0   0    0 
   
 
 
  
 
 
  
 
 
  
 
 
  
 
 
  
 
 
  
 
 
  
 
 
   
 
 
 
Total
  $241,796  $380,846  $311,882  $170,348  $48,919  $12,095  $3,018  $0   $1,168,904 
   
 
 
  
 
 
  
 
 
  
 
 
  
 
 
  
 
 
  
 
 
  
 
 
   
 
 
 
          
YTD charge-offs
   0   (395  (505  (263  (80  (136  (7  0    (1,386
YTD recoveries
   0   34   25   38   8   103   2   0    210 
   
 
 
  
 
 
  
 
 
  
 
 
  
 
 
  
 
 
  
 
 
  
 
 
   
 
 
 
YTD net charge-offs
  $0  $(361 $(480 $(225 $(72 $(33 $(5 $0   $(1,176
   
 
 
  
 
 
  
 
 
  
 
 
  
 
 
  
 
 
  
 
 
  
 
 
   
 
 
 
     
   
Term Loans

Origination Year
  
Revolving loans
amortized cost
basis
  
Revolving

loans

converted to
term loans
   
Total
 
As of December 31, 2020
  
2020
  
2019
  
2018
  
2017
  
2016
  
Prior
 
          
Internal Risk Grade:
                                      
Pass
  $419,768  $401,958  $231,172  $74,550  $34,435  $7,466  $6,110  $0   $1,175,459 
Special Mention
   0   0   0   0   0   14,763   2   0    14,765 
Substandard
   3   0   0   0   0   2,352   0   0    2,355 
Doubtful
   0   0   0   0   0   1   0   0    1 
   
 
 
  
 
 
  
 
 
  
 
 
  
 
 
  
 
 
  
 
 
  
 
 
  ��
 
 
 
Total
  $419,771  $401,958  $231,172  $74,550  $34,435  $24,582  $6,112  $0   $1,192,580 
   
 
 
  
 
 
  
 
 
  
 
 
  
 
 
  
 
 
  
 
 
  
 
 
   
 
 
 
          
YTD charge-offs
   (136  (1,013  (1,040  (393  (228  (484  (2  0    (3,296
YTD recoveries
   3   74   113   30   43   216   0   0    479 
   
 
 
  
 
 
  
 
 
  
 
 
  
 
 
  
 
 
  
 
 
  
 
 
   
 
 
 
YTD net charge-offs
  $(133 $(939 $(927 $(363 $(185 $(268 $(2 $0   $(2,817
   
 
 
  
 
 
  
 
 
  
 
 
  
 
 
  
 
 
  
 
 
  
 
 
   
 
 
 
At SeptemberJune 30, 20172021 and December 31, 2016,2020, other real estate owned (“OREO”) included in other assets in the Consolidated Balance Sheets was $26,826$18,474 and $31,510,$22,595, respectively. OREO consists of real estate acquired in foreclosure or other settlement of loans. Such assets are carried at the lower of the investment in the assets or the fair value of the assets less estimated selling costs. Any adjustment to the fair value at the date of transfer is
charged
against the allowance for loan losses. Any subsequent valuation adjustments as well as any costs relating to operating, holding or disposing of the property are recorded in other expense in the period incurred. At SeptemberJune 30, 2017 and December 31, 2016,2021, the recorded investment of consumer mortgage loans secured by residential real estate properties for which formal foreclosure proceedings are in process was $116 and $660, respectively.

$71. There were 0 consumer mortgage loans secured by residential real estate pr

o
perties for which formal foreclosure proceedings were in process as of December 31, 2020.
6. ALLOWANCE FOR CREDIT LOSSES

The

As of January 1, 2020, United adopted the CECL methodology for measuring credit losses in accordance with ASC Topic 326.
Under ASC Topic 326, the allowance for loan losses is management’san estimate of the probableexpected credit losses inherenton financial assets measured at amortized cost to present the net amount expected to be collected as of the balance sheet date. Such allowance
29

is based on the credit losses expected to arise over the life of the asset (contractual term). Assets are charged off when United determines that such financial assets are deemed uncollectible or based on regulatory requirements, whichever is earlier. Charge-offs are recognized as a deduction from the allowance for credit losses. Expected recoveries of amounts previously
charged-off,
not to exceed the aggregate of the amount previously
charged-off,
are included in determining the necessary reserve at the balance sheet date.
United made a policy election to present the accrued interest receivable balance separately in its consolidated balance sheets from the amortized cost of a loan. Accrued interest receivable, net of an allowance for credit losses, of $48,559
and $56,143 at June 30, 2021 and December 31, 2020, respectively, related to loans are included separately in “Accrued interest receivable” in the consolidated balance sheets. Due to loan portfolio.interest payment deferrals granted by United under the CARES Act, United assessed the collectability of the accrued interest receivables on these deferring loans and leases. As a result of this assessment, United recorded an allowance for credit losses of $29 and $250 for accrued interest receivables not expected to be collected as of June 30, 2021 and December 31, 2020, respectively. For purposesall classes of determiningloans and leases receivable, the general allowance,accrual of interest is discontinued when the contractual payment of principal or interest has become 90 days past due, unless the loan is well secured and in the process of collection. Interest received on nonaccrual loans and leases, generally is either applied against principal or reported as interest income, according to management’s judgment as to the collectability of principal.
The following table represents the accrued interest receivable as of June 30, 2021 and December 31, 2020:
   
Accrued Interest Receivable
 
   
At June 30, 2021
   
At December 31, 2020
 
Commercial Real Estate:
          
Owner-occupied  $3,823   $5,001 
Nonowner-occupied   13,671    15,989 
Other Commercial
   11,678    12,320 
Residential Real Estate
   9,730    12,558 
Construction
   6,693    7,314 
Consumer:
          
Bankcard   0    0 
Other consumer   2,993    3,211 
   
 
 
   
 
 
 
   $48,588   $56,393 
Less: Allowance for credit losses
   (29   (250
   
 
 
   
 
 
 
Total
  $48,559   $56,143 
   
 
 
   
 
 
 
The following table represents the accrued interest receivables written off by reversing interest income for the three months and six months ended June 30, 2021 and
2020
:
   
Accrued Interest Receivables Written Off by Reversing Interest Income
 
   
Three Months Ended

June 30
   
Six Months Ended

June 30
 
   
2021
   
2020
   
2021
   
2020
 
Commercial real estate:
        
Owner-occupied
  $11   $83   $12   $100 
Nonowner-occupied
   4    38    40    45 
Other commercial
   2    33    8    45 
Residential real estate
   21    64    49    134 
Construction & land development
   0    0    0    0 
Consumer:
                    
Bankcard
   0    0    0    0 
Other consumer
   42    27    106    67 
   
 
 
   
 
 
   
 
 
   
 
 
 
Total
  $80   $245   $215   $391 
   
 
 
   
 
 
   
 
 
   
 
 
 
30

United estimates the allowance balance using relevant available information, from internal and external sources, relating to past events, current conditions and reasonable and supportable forecasts. Historical credit loss experience provides the basis for the estimation of expected credit losses. Adjustments to historical loss information are made for differences in current loan-specific risk characteristics such as differences in underwriting standards, portfolio is segregated by product typemix, delinquency level or term as well as for changes in environmental conditions, such as changes in unemployment rates, property values or other relevant factors. A reversion to recognize differing risk profiles among categories. It is further segregated by credit grade fornon-homogenous loan pools and delinquency for homogeneous loan pools. The outstanding principal balance within each pool is multiplied by historical loss data occurs via a straight-line method during the loss emergence period (which isyear following the period
one-year
reasonable and supportable forecast period.
United pools its loans and leases based on similar risk characteristics in estimating expected credit losses. United has identified the following portfolio segments and measures the allowance for credit losses using the following methods:
Method: Probability of time between the event that triggers a loss and the confirmation and/or charge off of that loss) and certain qualitative factors to derive the general loss allocation per pool. Specific loss allocations are calculated for commercial loans in excess of $500,000 in accordance with ASC topic 310. Default/Loss Given Default (PD/LGD)
Commercial Real Estate Owner-Occupied
Commercial Real Estate Nonowner-Occupied
Commercial Other
Method: Cohort
Residential Real Estate
Construction & Land Development
Consumer
Bankcard
Risk characteristics of owner-occupied
commercial real estate owner-occupied loans and commercial other commercial loans and leases are similar in that they are normally dependent upon the borrower’s internal cash flow from operations to service debt. Nonowner-occupied commercialCommercial real estate nonowner-occupied loans differ in that cash flow to service debt is normally dependent on external income from third parties for use of the real estate such as rents, leases and room rates. Residential real estate loans are dependent upon individual borrowers who are affected by changes in general economic conditions, demand for housing and resulting residential real estate valuation. Construction and land development loans are impacted mainly by demand whether for new residential housing or for retail, industrial, office and other types of commercial construction within a given area. Consumer loan pool risk characteristics are influenced by general, regional and local economic conditions.

Loans deemedthat do not share risk characteristics are evaluated on an individual basis. Loans evaluated individually are not also included in the collective evaluation. When management determines that foreclosure is probable or when the borrower is experiencing financial difficulty at the reporting date and repayment is expected to be uncollectibleprovided substantially through the operation or sale of the collateral, but may also include other
non-performing
loans or TDRs, expected credit losses are charged againstbased on the allowance for loan losses, while recoveries of previouslycharged-off amounts are credited to the allowance for loan losses. For commercial loans, when a loan or a portion of a loan is identified to contain a loss, acharge-off recommendation is directed to management tocharge-off all or a portion of that loan. Generally, any unsecured commercial loan more than six months delinquent in payment of interest must becharged-off in full. If secured, thecharge-off is generally made to reduce the loan balance to a level equal to the liquidationfair value of the collateral when payment of principalat the reporting date, adjusted for selling costs as appropriate. These individually evaluated loans are removed from their respective pools and interest is six months delinquent. Any commercialtypically represent collateral dependent loans. In addition, the Company individually evaluates “reasonably expected” TDRs, which are identified by the Company as a loan secured or unsecured, on whichexpected to be classified as a principal or interest payment has not been made within 90 days, is reviewed monthly for appropriate action.

For consumer loans,closed-end retail loans thatTDR.

Expected credit losses are past due 120 cumulative days delinquent fromestimated over the contractual due date andopen-end loans 180 cumulative days delinquent from the contractual due date arecharged-off. Any consumer loan on which a principal or interest payment has not been made within 90 days is reviewed monthly for appropriate action. For aone-to-four familyopen-end orclosed-end residential real estate loan, home equity loan, orhigh-loan-to-value loan that has reached 180 or more days past due, management evaluates the collateral position andcharges-off any amount that exceeds the valueterm of the collateral. On retail creditsloans and leases, adjusted for which the borrower is in bankruptcy, all

amounts deemed unrecoverable are charged off within 60 daysexpected prepayments when appropriate. The contractual term excludes expected extensions, renewals and modifications unless either of the receipt offollowing applies: management has a reasonable expectation at the notification. On retail credits effectedreporting date that a troubled debt restructuring will be executed with an individual borrower or the extension or renewal options are included in the original or modified contract at the reporting date and are not unconditionally cancelable by fraud, a loan ischarged-off within 90 days of the discovery of the fraud. In the event of the borrower’s deathUnited.

For past loans and if repayment within the required timeframe is uncertain, the loan is generallycharged-off as soon as the amount of the loss is determined.

For loansleases acquired through the completion of a transfer, including loans and leases acquired in a business combination, that havehad evidence of deterioration of credit quality since origination (“PCI”) and accounted for which itunder ASC Topic 310, an entity did not have to reassess whether any loans and leases previously accounted for as PCI meet the definition of purchased credit deteriorated (“PCD”) loans and leases upon adoption of ASC Topic 326. Any changes in the allowance for credit losses for these loans and leases were accounted for as an adjustment to the loan’s amortized cost basis and not as a cumulative-effect adjustment to an entity’s beginning retained earnings.

Non-PCI
loans and leases are now classified as
non-PCD
loans and leases with the adoption of ASC Topic 326. In accordance with ASC Topic 326 guidance, United calculated a PCD rate adjustment for all PCD loans and leases at adoption. Such adjustment created a discount balance for any excess amount not deemed to be credit-related between the PCD recorded balance at the adoption date and the contractual principal and interest balances outstanding.
31

At the acquisition date, an initial allowance for expected credit losses is probable, at acquisition, that United will be unable to collect all contractually required payments receivable are initiallyestimated and recorded at fair value (as determined by the present valueas credit loss expense. The subsequent measurement of expected future cash flows) with no valuation allowance. The difference betweencredit losses for all acquired loans is the undiscounted cash flowssame as the subsequent measurement of expected at acquisitioncredit losses for originated loans. For allowance for credit losses under ASC Topic 326 calculation purposes, United includes its acquired loans and leases in their relevant pool unless they meet the investment in the loan, or the “accretable yield,” is recognized as interest income on a level-yield method over the life of the loan. Contractually required paymentscriteria for interest and principal that exceed the undiscounted cash flows expected at acquisition, or the “nonaccretable difference,” are not recognized as a yield adjustment or as a loss accrual or a valuation allowance. Increases in expected cash flows subsequent to the initial investment are recognized prospectively through adjustment of the yield on the loan over its remaining life. Decreases in expected cash flows are recognized as impairment. Valuation allowances on these impaired loans reflect only losses incurred after the acquisition (meaning the present value of all cash flows expected at acquisition that ultimately are not to be received). For the three and nine months ended September 30, 2017, there-estimation of the expected cash flows related to loans acquired that have evidence of deterioration of credit quality resulted in a reversal of provision for loan losses expense of $43 and $415, respectively, as compared to a reversal of provision for loan losses expense of $1,130 and provision for loan losses expense of $160, respectively, for the three and nine months ended September 30, 2016.

specific review.

United maintains an allowance for loan losses and a reserve for lending-related commitments such as unfunded loan commitments and letters of credit. The reserve for lending-related commitments of $804$20,897 and $1,044$19,250 at SeptemberJune 30, 20172021 and December 31, 2016,2020, respectively, is separately classified on the balance sheet and is included in other liabilities. The combined allowance for loan losses and reserve for lending-related commitments are referred to asis considered the allowance for credit losses.

As of June 30, 2021, the allowance for credit losses decreased from December 31, 2020 primarily due to
better performance trends within the loan portfolio and
 improved macroeconomic factors surrounding the
COVID-19
pandemic considered in the determination of the allowance for loan and lease losses at June 30, 2021. Reserves are initially determined based on losses identified from the PD/LGD and Cohort models which utilize the Company’s historical information. Then any qualitative adjustments are applied to account for the Company’s view of the future. If current conditions underlying any qualitative adjustment factor were deemed to be materially different than historical conditions, then an adjustment was made for that factor.
The second quarter of 2021 qualitative adjustments include analyses of the following:
Past events
– This includes portfolio trends related to business conditions; past due, nonaccrual, and graded loans and leases; and concentrations.
Current conditions
– United considered the continued impact of
COVID-19
on the economy as well as loan deferrals and modifications made in light of the pandemic when making determinations related to factor adjustments, such as changes in economic and business conditions, collateral values, external factors and past due loans and leases.
Reasonable and supportable forecasts
– The forecast is determined on a
portfolio-by-portfolio
basis by relating the correlation of real GDP and the unemployment rate to loss rates to forecasts of those variables. The reasonable and supportable forecast selection is subjective in nature and requires more judgment compared to the other components of the allowance. Assumptions for the economic variables were the following:
The forecast improved in the second quarter of 2021 as compared to the first quarter while maintaining a gradual recovery pace extending into 2023.
Greater risk of loss is probable in the hotel and accommodations portfolio due to weakened economic conditions brought on by the pandemic which resulted in a more negative forecast relative to other portfolios and a longer projected recovery period to extend into late 2023 or 2024.
Consideration was given to the $1.9 trillion American Rescue Plan (effective March 11, 2021) during the forecast selection process as it is likely this stimulus package continues to have a positive impact on the economy.
Reversion to historical loss data occurs via a straight-line method during the year following the
one-year
reasonable and supportable forecast period.
32

A progression of the allowance for loan losses, by portfolio segment, for the periods indicated is summarized as follows:

Allowance for Loan Losses

For the Three Months Ended September 30, 2017

  Commercial Real Estate        Construction     

Allowance

for

    
  Owner-
occupied
  Nonowner-
occupied
  Other
Commercial
  Residential Real
Estate
  & Land
Development
  Consumer  Estimated
Imprecision
  Total 

Allowance for Loan Losses:

        

Beginning balance

 $5,129  $7,099  $37,287  $12,479  $7,514  $2,715  $760  $72,983 

Charge-offs

  518  0  4,854   299  54  632  0  6,357 

Recoveries

  397   168   156   60   89   151   0  1,021 

Provision

  230  (472  8,782   (1,385  452  281  (609  7,279 
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Ending balance

 $5,238  $6,795  $41,371  $10,855  $8,001  $2,515  $151  $74,926 
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Allowance for Loan Losses and Carrying Amount

   
Allowance for Loan Losses and Carrying Amount of Loans
 
   
For the Three Months Ended June 30, 2021
 
   
Commercial Real Estate
  
Other
Commercial
  
Residential
Real
Estate
  
Construction

& Land
Development
  
Bankcard
     
Allowance
for
Estimated
Imprecision
  
Total
 
  
Owner-
occupied
  
Nonowner-
occupied
  
Other
Consumer
 
Allowance for Loan Losses:
                                      
Beginning balance
  $21,074  $47,902  $84,504  $24,991  $38,329  $271  $14,511  $0   $231,582 
Charge-offs
   (67  (0  (1  (5,193  (119  (71  (680  0    (6,131
Recoveries
   78   50   482   168   4   24   104   0    910 
Provision
   (1,782  (5,906  (5,104  6,085   (3,067)  30   928   0    (8,816
   
 
 
  
 
 
  
 
 
  
 
 
  
 
 
  
 
 
  
 
 
  
 
 
   
 
 
 
Ending balance
  $19,303  $42,046  $79,881  $26,051  $35,147  $254  $14,863  $0   $217,545 
   
 
 
  
 
 
  
 
 
  
 
 
  
 
 
  
 
 
  
 
 
  
 
 
   
 
 
 
   
For the Six Months Ended June 30, 2021
 
   
Commercial Real Estate
  
Other
Commercial
  
Residential
Real
Estate
  
Construction

& Land
Development
        
Allowance
for
Estimated
Imprecision
  
Total
 
  
Owner-
occupied
  
Nonowner-
occupied
  
Bankcard
  
Other
Consumer
 
Allowance for Loan Losses:
                                      
Beginning balance
  $23,354  $49,150  $78,138  $29,125  $39,077  $322  $16,664  $0   $235,830 
Charge-offs
   (210  (3,101  (2,624  (5,406  (255  (106  (1,386  0    (13,088
Recoveries
   84   303   1,829   821   48   30   210   0    3,325 
Provision
   (3,925  (4,306  2,538   1,511   (3,723  8   (625  0    (8,522
   
 
 
  
 
 
  
 
 
  
 
 
  
 
 
  
 
 
  
 
 
  
 
 
   
 
 
 
Ending balance
  $19,303  $42,046  $79,881  $26,051  $35,147  $254  $14,863  $0   $217,545 
   
 
 
  
 
 
  
 
 
  
 
 
  
 
 
  
 
 
  
 
 
  
 
 
   
 
 
 
   
Allowance for Loan and Lease Losses and Carrying Amount of Loans and Leases
 
   
For the Year Ended December 31, 2020
 
   
Commercial Real Estate
  
Other
Commercial
  
Residential
Real
Estate
  
Construction

& Land
Development
  
Bankcard
     
Allowance
for
Estimated
Imprecision
  
Total
 
  
Owner-
occupied
  
Nonowner-
occupied
  
Other
Consumer
 
Allowance for Loan and Lease Losses:
                                     
Beginning balance
  $5,554  $8,524  $47,325  $8,997  $3,353  $74  $2,933  $297  $77,057 
Impact of the adoption of ASU
2016-13
on January 1, 2020
   9,737   9,023   (4,829  13,097   14,817   28   10,745   (297  52,321 
Impact of the adoption of ASU
2016-13
for PCD loans on January 1, 2020
   1,843   121   938   174   2,045   0   0   0   5,121 
Initial allowance for PCD loans (acquired during the period)
   1,955   6,418   7,032   652   2,570   0   8   0   18,635 
Charge-offs
   (2,195  (6,134  (17,350  (1,760  (2,027  (221  (3,296  0   (32,983
Recoveries
   795   1,023   4,461   1,063   1,513   52   479   0   9,386 
Provision
   5,665   30,175   40,561   6,902   16,806   389   5,795   0   106,293 
   
 
 
  
 
 
  
 
 
  
 
 
  
 
 
  
 
 
  
 
 
  
 
 
  
 
 
 
Ending balance
  $23,354  $49,150  $78,138  $29,125  $39,077  $322  $16,664  $0  $235,830 
   
 
 
  
 
 
  
 
 
  
 
 
  
 
 
  
 
 
  
 
 
  
 
 
  
 
 
 
33

Table of Loans

For the Nine Months Ended September 30, 2017

  Commercial Real Estate        Construction     

Allowance

for

    
  Owner-
occupied
  Nonowner-
occupied
  Other
Commercial
  Residential
Real Estate
  & Land
Development
  Consumer  Estimated
Imprecision
  Total 

Allowance for Loan Losses:

        

Beginning balance

 $5,273  $6,883  $33,087  $13,770  $10,606  $2,805  $347  $72,771 

Charge-offs

  1,433   295  14,883   2,331   2,576   2,046   0  23,564 

Recoveries

  1,590   198   821   352   705   624   0  4,290 

Provision

  (192  9  22,346   (936  (734  1,132   (196  21,429 
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Ending balance

 $5,238  $6,795  $41,371  $10,855  $8,001  $2,515  $151  $74,926 
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Ending Balance: individually evaluated for impairment

 $923  $1,786  $21,890  $1,659  $488  $0  $0  $26,746 

Ending Balance: collectively evaluated for impairment

 $4,315  $5,009  $19,481  $9,196  $7,513  $2,515  $151  $48,180 

Ending Balance: loans acquired with deteriorated credit quality

 $0  $0  $0  $0  $0  $0  $0  $0 

Financing receivables:

        

Ending balance

 $1,364,757  $4,686,183  $1,757,741  $3,050,868  $1,599,632  $697,673  $0  $13,156,854 

Ending Balance: individually evaluated for impairment

 $32,888  $25,220  $89,559  $15,574  $16,879  $0  $0  $180,120 

Ending Balance: collectively evaluated for impairment

 $1,297,668  $4,537,792  $1,636,037  $3,021,173  $1,558,653  $697,657  $0  $12,748,980 

Ending Balance: loans acquired with deteriorated credit quality

 $34,201  $123,171  $32,145  $14,121  $24,100  $16  $0  $227,754 

Allowance for Loan Losses and Carrying Amount of Loans

For the Year Ended December 31, 2016

  Commercial Real Estate  Other
Commercial
  Residential
Real Estate
  Construction  Consumer  Allowance
for
  Total 
 Owner-
occupied
  Nonowner-
occupied
    & Land
Development
   Estimated
Imprecision
  

Allowance for Loan Losses:

        

Beginning balance

 $3,637  $5,309  $31,328  $15,148  $18,205  $1,995  $104  $75,726 

Charge-offs

  5,281   419  20,430   4,597   2,659   2,794   0  36,180 

Recoveries

  3,071   675  3,452   639  433  446  0  8,716 

Provision

  3,846   1,318   18,737   2,580   (5,373  3,158   243  24,509 
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Ending balance

 $5,273  $6,883  $33,087  $13,770  $10,606  $2,805  $347  $72,771 
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Allowance for Loan Losses and Carrying Amount of Loans

For the Year Ended December 31, 2016

  Commercial Real Estate  Other
Commercial
  Residential
Real Estate
  Construction  Consumer  Allowance
for
  Total 
 Owner-
occupied
  Nonowner-
occupied
    & Land
Development
   Estimated
Imprecision
  

Ending Balance: individually evaluated for impairment

 $815  $2,524  $13,441  $3,431  $3,206  $0  $0  $23,417 

Ending Balance: collectively evaluated for impairment

 $4,458  $4,359  $19,646  $10,339  $7,400  $2,805  $347  $49,354 

Ending Balance: loans acquired with deteriorated credit quality

 $0  $0  $0  $0  $0  $0  $0  $0 

Financing receivables:

        

Ending balance

 $1,049,885  $3,425,453  $1,613,437  $2,403,437  $1,255,738  $608,769  $0  $10,356,719 

Ending Balance: individually evaluated for impairment

 $18,976  $26,835  $56,091  $14,766  $8,152  $0  $0  $124,820 

Ending Balance: collectively evaluated for impairment

 $1,005,999  $3,323,117  $1,527,479  $2,373,969  $1,221,006  $608,733  $0  $10,060,303 

Ending Balance: loans acquired with deteriorated credit quality

 $24,910  $75,501  $29,867  $14,702  $26,580  $36  $0  $171,596 

Contents

7. INTANGIBLE ASSETS

The following is a summary
of intangible assets subject to amortization and those not subject to amortization:

  September 30, 2017 
  Community Banking  Mortgage Banking  Total 
  Gross
Carrying
Amount
  Accumulated
Amortization
  Gross
Carrying
Amount
  Accumulated
Amortization
  Gross
Carrying
Amount
  Accumulated
Amortization
 

Amortized intangible assets:

      

Core deposit intangible assets

 $98,358  ($52,062 $0  ($0 $98,358  ($52,062
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Non-amortized intangible assets:

      

George Mason trade name

 $0   $1,230   $1,230  
 

 

 

   

 

 

   

 

 

  

Goodwill not subject to amortization

 $1,466,152   $21,455   $1,487,607  
 

 

 

   

 

 

   

 

 

  

   December 31, 2016 
   Community Banking  Total 
   Gross Carrying
Amount
   Accumulated
Amortization
  Gross
Carrying
Amount
   Accumulated
Amortization
 

Amortized intangible assets:

       

Core deposit intangible assets

  $69,635   ($46,681 $69,635   ($46,681
  

 

 

   

 

 

  

 

 

   

 

 

 

Goodwill not subject to amortization

  $863,767    $863,767   
  

 

 

    

 

 

   

   
June 30, 2021
 
   
Community Banking
  
Mortgage Banking
   
Total
 
   
Gross
Carrying
Amount
   
Accumulated
Amortization
  
Gross
Carrying
Amount
   
Accumulated
Amortization
   
Gross
Carrying
Amount
   
Accumulated
Amortization
 
Amortized intangible assets:
                             
Core deposit intangible assets
  $101,767   ($79,053 $0   $0   $101,767   ($79,053
   
 
 
   
 
 
  
 
 
   
 
 
   
 
 
   
 
 
 
Non-amortized
intangible assets:
                             
George Mason trade name
  $0       $1,080        $1,080      
Crescent trade name
   0        196         196      
   
 
 
       
 
 
        
 
 
      
Total
  $0       $1,276        $1,276      
   
 
 
       
 
 
        
 
 
      
Goodwill not subject to amortization
  $1,804,725       $5,315        $1,810,040      
   
 
 
       
 
 
        
 
 
      
   
December 31, 2020
 
   
Community Banking
  
Mortgage Banking
   
Total
 
   
Gross
Carrying
Amount
   
Accumulated
Amortization
  
Gross
Carrying
Amount
   
Accumulated
Amortization
   
Gross
Carrying
Amount
   
Accumulated
Amortization
 
Amortized intangible assets:
                             
Core deposit intangible assets
  $101,767   ($76,120 $0   $0   $101,767   ($76,120
   
 
 
   
 
 
  
 
 
   
 
 
   
 
 
   
 
 
 
Non-amortized
intangible assets:
                             
George Mason trade name
  $0       $1,080        $1,080      
Crescent trade name
   0        196         196      
   
 
 
       
 
 
        
 
 
      
Total
  $0       $1,276        $1,276      
   
 
 
       
 
 
        
 
 
      
Goodwill not subject to amortization
  $1,791,533       $5,315        $1,796,848      
   
 
 
       
 
 
        
 
 
      
United incurred amortization expense of $1,467 and $2,933 for the three and six months ended June 30, 2021 as compared to $1,646 and $3,223 for the three and six months ended June 30, 2020, respectively.
For the first six months of 2021, goodwill of $13,192 was recorded for the Carolina Financial acquisition due to adjustments in current and deferred income taxes. The following table provides a reconciliation of goodwill:

   Community
Banking
   Mortgage
Banking
   Total 

Goodwill at December 31, 2016

  $863,767   $0   $863,767 

Addition to goodwill from Bank of Georgetown acquisition

   1,327    0    1,327 

Preliminary addition to goodwill from Cardinal acquisition

   601,058    21,455    622,513 
  

 

 

   

 

 

   

 

 

 

Goodwill at September 30, 2017

  $1,466,152   $21,455   $1,487,607 
  

 

 

   

 

 

   

 

 

 

United incurred amortization expense on intangible assets

   
Community
Banking
   
Mortgage
Banking
   
Total
 
Goodwill at December 31, 2020
  $1,791,533   $5,315   $1,796,848 
Goodwill
 from Carolina Financial acquisition
   13,192    0    13,192 
   
 
 
   
 
 
   
 
 
 
Goodwill at June 30, 2021
  $1,804,725   $5,315   $1,810,040 
   
 
 
   
 
 
   
 
 
 
34

The following table sets forth the anticipated amortization expense for intangible assets for the years subsequent to 2016:

Year

  Amount 

2017

  $7,772 

2018

   8,039 

2019

   7,015 

2020

   6,309 

2021 and thereafter

   22,542 

2020:

Year
  
Amount
 
2021
  $5,866 
2022
   4,983 
2023
   4,680 
2024
   3,255 
2025
   2,942 
2026 and thereafter
   3,921 
8. MORTGAGE SERVICING RIGHTS
Mortgage loans serviced for others are not included in the accompanying Consolidated Balance Sheets. The value of mortgage servicing rights (“MSRs”) is included on the Company’s Consolidated Balance Sheets.
The Company initially measures servicing assets and liabilities retained related to the sale of residential loans held for sale (“MSRs”) at fair value, if practicable. For subsequent measurement purposes, the Company measures servicing assets and liabilities based on the lower of cost or market using the amortization method. MSRs are amortized in proportion to, and over the period of, estimated net servicing income. The amortization of the MSRs is analyzed periodically and is adjusted to reflect changes in prepayment rates and other estimates.
The Company evaluates potential impairment of MSRs based on the difference between the carrying amount and current estimated fair value of the servicing rights. In determining impairment, the Company aggregates all servicing rights and stratifies them into tranches based on predominant risk characteristics. If impairment exists, a valuation allowance is established for any excess of amortized cost over the current estimated fair value by a charge to income. If the Company later determines that all or a portion of the impairment no longer exists for a particular tranche, a reduction of the allowance may be recorded as an increase to income.
Service fee income is recorded for fees earned for servicing mortgage loans under servicing agreements with the Federal
N
ational Mortgage Association (“FNMA”), the Federal
H
ome
L
oan Mortgage Corporation (“FHLMC”), Government
N
ational Mortgage Association (“GNMA”) and certain private investors. The fees are based on a contractual percentage of the outstanding principal balance of the loans serviced and are recorded in noninterest income. Amortization of MSRs and mortgage servicing costs are charged to expense when incurred.
The unpaid principal balances of loans serviced for others were approximately $3,674,023 at June 30, 2021 and $3,587,953 at December 31, 2020.
The estimated fair value of the mortgage servicing rights was $24,630 and $20,955 at June 30, 2021 and December 31, 2020, respectively. The estimated fair value of servicing rights at June 30, 2021 was determined using a net servicing fee of 0.26%, average discount rates ranging from 10.50% to 12.00% with a weighted average discount rate of 10.61%, average constant prepayment rates (“CPR”) ranging from 11.29% to 22.83% with a weighted average prepayment rate of 17.53%, depending upon the stratification of the specific servicing right, and a delinquency rate, including loans on forbearance of 2.76%. The estimated fair value of servicing rights at December 31, 2020 was determined using a net servicing fee of 0.26%, average discount rates ranging from 9.50% to 14.07% with a weighted average discount rate of 10.62%, average CPR ranging from 7.98% to 18.42% with a weighted average prepayment rate of 14.60%, depending upon the stratification of the specific servicing right, and a delinquency rate, including loans on forbearance of 2.88%. Please refer to Note 1
4
 in these Notes to Consolidated Financial Statements for additional information concerning the fair value of MSRs.
As disclosed in Note 2 of these Notes to Consolidated Financial Statements, the Company acquired $20,123 of mortgage servicing rights from its acquisition of Carolina Financial Corporation on May 1, 2020.
35

The following presents the activity in mortgage servicing rights, including their valuation allowance for the three and six months ended June 30, 2021 and 2020:
   
Three Months Ended

June 30
   
Six Months Ended

June 30
 
   
2021
   
2020
   
2021
   
2020
 
MSRs beginning balance
  $23,401   $0   $22,338   $0 
Addition from acquisition of subsidiary
   0    20,123    0    20,123 
Amount capitalized
   3,111    1,891    6,335    1,891 
Amount amortized
   (2,339   (1,104   (4,500   (1,104
   
 
 
   
 
 
   
 
 
   
 
 
 
MSRs ending balance
  $24,173   $20,910   $24,173   $20,910 
   
 
 
   
 
 
   
 
 
   
 
 
 
MSRs valuation allowance beginning balance
  $(1,383  $0   $(1,383  $0 
Aggregate additions charged and recoveries credited to operations  
379
   
0
   
379
   
0
 
MSRs impairment   (629   (710   (629   (710
   
 
 
   
 
 
   
 
 
   
 
 
 
MSRs valuation allowance ending balance
  $(1,633  $(710  $(1,633  $(710
   
 
 
   
 
 
   
 
 
   
 
 
 
MSRs, net of valuation allowance  $22,540   $20,200   $22,540   $20,200 
   
 
 
   
 
 
   
 
 
   
 
 
 
In determining impairment, the Company aggregates all servicing rights and stratifies them into tranches based on predominant risk characteristics.
The Company recorded a $250 temporary impairment
, net of recoveries
on mortgage servicing rights for the three and six months ended June 30, 2021. The Company recorded a $710 temporary impairment of mortgage servicing rights from the date of acquisition to June 30, 2020.
The estimated amortization expense is based on current information regarding future loan payments and prepayments. Amortization expense could change in future periods based on changes in the volume of prepayments and economic factors.
9. LEASES
United determines if an arrangement is a lease at inception. United and certain subsidiaries have entered into various noncancelable-operating leases for branch and loan production offices as well as operating facilities. Operating leases are included in operating lease
right-of-use
(“ROU”) assets and operating lease liabilities on the Consolidated Balance Sheets. Operating leases with an initial term of 12 months or less are not recorded on the Consolidated Balance Sheets. Presently, United does not have any finance leases.
United’s operating leases are subject to renewal options under various terms. United’s operating leases have remaining terms of 1 to 12 years, some of which include options to extend leases generally for periods of 5 years. United rents or subleases certain real estate to third parties. Our sublease portfolio consists of operating leases to other organizations for former branch offices.
ROU assets represent United’s right to use an underlying asset for the lease term and lease liabilities represent United’s obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized at commencement date based on the present value of lease payments over the lease term. As most of United’s leases do not provide an implicit rate, the Company uses its incremental borrowing rate based on the information available at commencement date in determining the present value of lease payments. The operating lease ROU asset also includes any lease payments made and excludes lease incentives. Lease terms may include options to extend the lease when it is reasonably certain that United will exercise that option. Lease expense for lease payments is recognized on a straight-line basis over the lease term.
The components of lease expense were as follows:
   
Classification
  
Three Months
Ended
June 30, 2021
   
Three Months
Ended
June 30, 2020
 
Operating lease cost
  Net occupancy expense  $5,328   $5,895 
Sublease income
  Net occupancy expense   (358   (189
      
 
 
   
 
 
 
Net lease cost
     $4,970   $5,706 
      
 
 
   
 
 
 
36

   
Classification
  
Six Months

Ended
June 30, 2021
   
Six Months
Ended
June 30, 2020
 
Operating lease cost
  Net occupancy expense  $10,677   $10,961 
Sublease income
  Net occupancy expense   (655   (394
      
 
 
   
 
 
 
Net lease cost
     $10,022   $10,567 
      
 
 
   
 
 
 
Supplemental balance sheet information related to leases was as follows:
   
Classifi
 
cation
  
June 30, 2021
   
December 31, 2020
 
Operating lease
right-of-use
assets
  
Operating lease right-of-use assets
  $66,635   $69,520 
Operating lease liabilities
  Operating lease liabilities  $70,546   $73,213 
Other information related to leases was as follows:
June 30, 2021
Weighted-average remaining lease term:
Operating leases
5.8 years
Weighted-average discount rate:
Operating leases
2.37
Supplemental cash flow information related to leases was as follows:
   
Three Months Ended
 
   
June 30, 2021
   
June 30, 2020
 
Cash paid for amounts in the measurement of lease liabilities:
          
Operating cash flows from operating leases
  $5,581   $5,722 
ROU assets obtained in the exchange for lease liabilities
   1,839    8,549 
  
   
Six Months Ended
 
   
June 30, 2021
   
June 30, 2020
 
Cash paid for amounts in the measurement of lease liabilities:
          
Operating cash flows from operating leases
  $11,027   $10,739 
ROU assets obtained in the exchange for lease liabilities
   6,282    12,332 
Maturities of lease liabilities by year and in the aggregate, under operating leases with initial or remaining terms of one year or more, for years subsequent to December 31, 2020, consists of the following as of June 30, 2021 and December 31, 2020:
   
Amount
 
Year
  
As of

June 30, 2021
   
As of

December 31, 2020
 
2021
  $10,221   $20,172 
2022
   17,074    16,196 
2023
   13,616    12,723 
2024
   9,096    8,242 
2025
   6,362    5,516 
Thereafter
   18,842    15,330 
   
 
 
   
 
 
 
Total lease payments
   75,211    78,179 
Less: imputed interest
   (4,665   (4,966
   
 
 
   
 
 
 
Total
  $70,546   $73,213 
   
 
 
   
 
 
 
10. SHORT-TERM BORROWINGS

Federal funds purchased and securities sold under agreements to repurchase are a significant source of funds for the Company. United has various unused lines of credit available from certain of its correspondent banks in the aggregate amount of $264,000.$230,000. These lines of credit, which bear interest at prevailing market rates, permit United to borrow funds in the overnight market, and are renewable annually subject to certain conditions. At SeptemberJune 30, 2017,2021, United did 0t have any federal funds purchased were $25,800 while total securities sold under agreements to repurchase (“REPOs”) were

$316,236. Included in the $316,236 of total REPOs is a wholesale REPOs of $50,000, assumed in the Virginia Commerce merger. This wholesale REPO is scheduled to mature in May of 2018. $127,745. The securities sold under agreements to repurchase were accounted for as collateralized financial transactions. They were recorded at the amounts at which the securities were acquired or sold plus accrued interest.

37

United has a $20,000 line of credit with an unrelated financial institution to provide for general liquidity needs. The line is an unsecured, revolving line of credit. The line will be renewable on a
360-day
basis and will carry an indexed, floating-rate of interest. The line requires compliance with various financial and nonfinancial covenants. At SeptemberJune 30, 2017,2021, United had no0 outstanding balance under this line of credit.

9.

11. LONG-TERM BORROWINGS    

United’s subsidiary banks are membersbank is a member of the Federal Home Loan Bank (“FHLB”). Membership in the FHLB makes available short-term and long-term borrowings from collateralized advances. All FHLB borrowings are collateralized by a mix of single-family residential mortgage loans, commercial loans and investment securities. At SeptemberJune 30, 2017,2021, United had an unused borrowing amount of approximately $3,724,772$7,005,031 available subject to delivery of collateral after certain trigger points. Advances may be called by the FHLB or redeemed by United based on predefined factors and penalties.

At SeptemberJune 30, 2017, $1,272,1152021, $533,365 of FHLB advances with a weighted-average contractual interest rate of 1.43%0.34% and a weighted-average effective interest rate of 0.55% are scheduled to mature within the next eightfour years. Overnight funds of $200,000 with an interest rate of 1.27% are included in the $1,272,115 above at September 30, 2017.

The scheduled maturities of these FHLB borrowings are as follows:

Year

  Amount 

2017

  $815,000 

2018

   131,776 

2019

   187,809 

2020

   42,247 

2021 and thereafter

   95,283 
  

 

 

 

Total

  $1,272,115 
  

 

 

 

Year
  
Amount
 
2021
  $500,000 
2022
   22,159 
2023
   0 
2024
   0 
2025 and thereafter
   11,206 
   
 
 
 
Total
  $533,365 
   
 
 
 
At SeptemberJune 30, 2017,2021, United had a total of fifteen19 statutory business trusts that were formed for the purpose of issuing or participating in pools of trust preferred capital securities (“Capital Securities”) with the proceeds invested in junior subordinated debt securities (“Debentures”) of United. The Debentures, which are subordinate and junior in right of payment to all present and future senior indebtedness and certain other financial obligations of United, are the sole assets of the trusts and United’s payment under the Debentures is the sole source of revenue for the trusts. At SeptemberJune 30, 20172021 and December 31, 2016,2020, the outstanding balance of the Debentures was $242,131$270,792 and $224,319, respectively,$269,972, respectively. United also assumed $10,000 in aggregate principal amount of
fixed-to-floating
rate subordinated notes in the Carolina Financial acquisition. At both June 30, 2021 and December 31, 2020, the outstanding balance of the subordinated notes was $9,865. The amounts for the Debentures and the subordinated notes are included in the category of long-term debt on the Consolidated Balance Sheets entitled “Other long-term borrowings.” The Capital Securities are not included as a component of shareholders’ equity in the Consolidated Balance Sheets. United fully and unconditionally guarantees each individual trust’s obligations under the Capital Securities.

Under the provisions of the junior subordinated debt, United has the right to defer payment of interest on the junior subordinated debt at any time, or from time to time, for periods not exceeding five years. If interest payments on the junior subordinated debt are deferred, the dividends on the Capital Securities are also deferred. Interest on the junior subordinated debt is cumulative.

For reporting periods prior to June 30, 2017,

In accordance with the Trust Preferred Securities qualified as Tier 1 regulatory capital under thefully-phased in “Basel III Capital Rules” as published by United’s primary federal regulator, the Federal Reserve, in July of 2013. The “Basel IIIUnited is unable to consider the Capital Rules” established a new comprehensive capital framework for U.S. banking organizations. Because United was less

than $15 billion in total consolidated assets,Securities or the Basel III Capital Rules grandfathered United’s Trust Preferred Securitiessubordinated notes as Tier 1 capital, underbut rather the limitations for restricted capital elements in the general risk-based capital rules. As a result, beginning in 2015 (the adoption date), United’s Trust PreferredCapital Securities was subject to a limit of 25 percent of Tier 1 capital elements excluding anynon-qualifying capital instruments and after all regulatory capital deductions and adjustments applied to Tier 1 capital, which is substantially similar to the limit in the general risk-based capital rules. Trust preferred securities no longer included in United’s Tier 1 capital could besubordinated notes are included as a component of United’s Tier 2 capital. United can include the Capital Securities and subordinated notes in its Tier 2 capital on a permanent basis withoutphase-out.

However, with the acquisitionbasis.

38

12. COMMITMENTS AND CONTINGENT LIABILITIES

Lending-related Commitments
United is a party to financial instruments with
off-balance-sheet
risk in the normal course of business to meet the financing needs of its customers and to alter its own exposure to fluctuations in interest rates. These financial instruments include loan commitments, standby letters of credit, and interest rate swap agreements. The instruments involve, to varying degrees, elements of credit and interest rate risk in excess of the amount recognized in the financial statements.

United’s maximum exposure to credit loss in the event of nonperformance by the counterparty to the financial instrument for the loan commitments and standby letters of credit is the contractual or notional amount of those instruments. United uses the same policies in making commitments and conditional obligations as it does for
on-balance
sheet instruments. Collateral may be obtained, if deemed necessary, based on management’s credit evaluation of the counterparty.

Commitments to extend credit are agreements to lend to a customer as long as there is no violation of any condition established in the commitment contract. Commitments generally have fixed expiration dates or other termination clauses and may require the payment of a fee. Since many of the commitments are expected to expire without being drawn upon, the total commitment amounts do not necessarily, and historically do not, represent future cash requirements. The amount of collateral obtained, if deemed necessary upon the extension of credit, is based on management’s credit evaluation of the counterparty. United had approximately $4,118,868$6,368,974 and $2,823,396$5,730,876 of loan commitments outstanding as of SeptemberJune 30, 20172021 and December 31, 2016,2020, respectively, approximately half43% of which contractually expire within one year. Included in the SeptemberJune 30, 20172021 amount are commitments to extend credit of $407,610$597,304 related to George Mason’s mortgage loan funding commitments of United’s mortgage banking segment and are of a short-term nature.

Commercial and standby letters of credit are agreements used by United’s customers as a means of improving their credit standing in their dealings with others. Under these agreements, United guarantees certain financial commitments of its customers. A commercial letter of credit is issued specifically to facilitate trade or commerce. Typically, under the terms of a commercial letter of credit, a commitment is drawn upon when the underlying transaction is consummated as intended between the customer and a third party. As of September 30, 2017, United had no outstanding$3,055 and $5,092 of commercial letters of credit and $9outstanding as of June 30, 2021 and December 31, 2016.2020, respectively. A standby letter of credit is generally contingent upon the failure of a customer to perform according to the terms of an underlying contract with a third party. United has issued standby letters of credit of $148,742$151,289 and $121,584$134,916 as of SeptemberJune 30, 20172021 and December 31, 2016,2020, respectively. In accordance with the Contingencies Topic of the FASB Accounting Standards Codification, United has determined that substantially all of its letters of credit are renewed on an annual basis and the fees associated with these letters of credit are immaterial.

George Mason

Mortgage Repurchase Reserve
United’s mortgage banking segment provides for its estimated exposure to repurchase loans previously sold to investors for which borrowers failed to provide full and accurate information on their loan application or for which appraisals have not been acceptable or where the loan was not underwritten in accordance with the loan program specified by the loan investor, and for other exposure to its investors related to loan sales activities. United evaluates the merits of each claim and estimates its reserve based on actual and expected claims received and considers the historical amounts paid to settle such claims. George Mason hasUnited’s mortgage banking segment had a reserve of $575$1,209 and $1,216 as of SeptemberJune 30, 2017.

2021 and December 31, 2020, respectively.

United has derivative counter-party risk that may arise from the possible inability of George Mason’sUnited’s mortgage banking segment’s third party investors to meet the terms of their forward sales contracts. George MasonUnited’s mortgage banking segment works with third-party investors that are generally well-capitalized, are investment grade and exhibit strong financial performance to mitigate this risk. United does not expect any third-party investor to fail to meet its obligation.

Legal Proceedings
United and its subsidiaries are currently involved in various legal proceedings in the normal course of business. Management is vigorously pursuing all its legal and factual defenses and, after consultation with legal counsel, believes that all such litigation will be resolved with no material effect on United’s financial position.

11.

39

Regulatory Matters
A variety of consumer products, including mortgage and deposit products, and certain fees and charges related to such products, have come under increased regulatory scrutiny. It is possible that regulatory authorities could bring enforcement actions, including civil money penalties, or take other actions against United in regard to these consumer products. United could also determine of its own accord, or be required by regulators, to refund or otherwise make remediation payments to customers in connection with these products. It is not possible at this time for management to assess the probability of a material adverse outcome or reasonably estimate the amount of any potential loss related to such matters.
13. DERIVATIVE
FINANCIAL INSTRUMENTS

United uses derivative instruments to help manage adverse prices or interest rate movements on the value of certain assets or liabilities and on future cash flows. These derivatives may consist of interest rate swaps, caps, floors, collars, futures, forward contracts, written and purchased options. United also executes derivative instruments with its commercial banking customers to facilitate its risk management strategies.

United accounts for its derivative financial instruments in accordance with the Derivatives and Hedging topic of the FASB Accounting Standards Codification. The Derivatives and Hedging topic requireASC Topic 815 which requires all derivative instruments to be carried at fair value on the balance sheet. United has designated certain derivative instruments used to manage interest rate risk as hedge relationships with certain assets, liabilities or cash flows being hedged. Certain derivatives used for interest rate risk management are not designated in a hedge relationship.

Derivative instruments designated in a hedge relationship to mitigate exposure to changes in the fair value of an asset, liability, or firm commitment attributable to a particular risk, such as interest rate risk, are considered fair value hedges. Derivative instruments designated in a hedge relationship to mitigate exposure to variability in expected future cash flows, or other types of forecasted transactions, are considered cash flow hedges.

For

United uses derivative instruments to help aid against adverse price changes or interest rate movements on the value of certain assets or liabilities and on future cash flows. These derivatives may consist of interest rate swaps, caps, floors, collars, futures, forward contracts, written and purchased options. United also executes derivative instruments with its commercial banking customers to facilitate its risk management strategies.
During the second quarter of 2020, United entered into a fair valuenew interest rate swap derivative designated as a cash flow hedge. The notional amount of the cash flow hedge derivative totaled $250,000. The derivative is intended to hedge the fair valuechanges in cash flows associated with floating rate FHLB borrowings. United is required to
pay-fixed
0.59% and receive-variable
1-month
LIBOR with monthly resets. The tenor of the interest rate swap derivative is recognized on10 years with an expiration date in June 2030. During the balance sheetthird quarter of 2020, United entered into an additional interest rate swap derivative designated as either a freestanding asset or liability with a corresponding adjustment to the hedged financial instrument. Subsequent adjustments due to changes in the fair value of a derivative that qualifies as a fair value hedge are offset in current period earnings. For a cash flow hedge. The notional amount of the cash flow hedge derivative totaled $250,000. The derivative is intended to hedge the fair valuechanges in cash flows associated with floating rate FHLB borrowings. United is required to
pay-fixed
0.19% and receive-variable
1-month
LIBOR with monthly resets. The tenor of the interest rate swap derivative is recognized on the balance sheet as either a freestanding asset4 years with an expiration date in August 2024. As of June 30, 2021, United has determined that no forecasted transactions related to its cash flow hedges resulted in gains or liability with a corresponding adjustmentlosses pertaining to other comprehensive income within shareholders’ equity, net of tax. Subsequent adjustments due to changes in the fair value of a derivative that qualifies as a cash flow hedge reclassification from AOCI to income because the forecasted transactions became probable of not occurring. United estimates that $1,352 will be reclassified from AOCI as an increase to interest expense over the next
12-months
following June 30, 2021 related to the cash flow hedges. As of June 30, 2021, the maximum length of time over which forecasted transactions are offset to other comprehensive income, net of tax. The portion of a hedge thathedged is ineffective is recognized immediately in earnings.

nine years.

At inception of a hedge relationship, United formally documents the hedged item, the particular risk management objective, the nature of the risk being hedged, the derivative being used, how effectiveness of the hedge will be assessed and how the ineffectiveness of the hedge will be measured. United also assesses hedge effectiveness at inception and on an ongoing basis using regression analysis. Hedge ineffectiveness is measured by using the change in fair value method. The change in fair value method compares the change in the fair value of the hedging derivative to the change in the fair value of the hedged exposure, attributable to changes in the benchmark rate. The portion of a hedge that is ineffective is recognized immediately in earnings.

United through George Masonits mortgage banking subsidiaries enters into interest rate lock commitments to finance residential mortgage loans with its customers. These commitments, which contain fixed expiration dates, offer the borrower an interest rate guarantee provided the loan meets underwriting guidelines and closes within the timeframe established by United. Interest
40

Table of Contents
rate risk arises on these commitments and subsequently closed loans if interest rates change between the time of the interest rate lock and the delivery of the loan to the investor. Market risk on interest rate lock commitments and mortgage loans held
for sale is managed using corresponding forward mortgage loan sales contracts. United is a party to these forward mortgage loan sales contracts to sell loans servicing released and short sales of mortgage-backed securities. When the interest rate is locked with the borrower, the rate lock commitment, forward sale agreement, and mortgage-backed security position are undesignated derivatives and marked to fair value through earnings. The fair value of the rate lock derivative includes the servicing premium and the interest spread for the difference between retail and wholesale mortgage rates. Income from mortgage banking activities includes the gain recognized for the period presented and associated elements of fair value.

value
.
United sells mortgage loansis subject to the Dodd-Frank Act clearing requirement for eligible derivatives. United has executed and cleared eligible derivatives through the London Clearing House (“LCH”). Variation margin at the LCH is distinguished as
settled-to-market
and settled daily based on either a best efforts or mandatory delivery basis. For loans sold on a mandatory delivery basis, United enters into forward mortgage-backed securities (the “residual hedge”) to mitigate the effectprior day value, rather than
collateralized-to-market.
The total notional amount of interest rate risk. Bothswap derivatives cleared through the rate lock commitment under mandatory delivery and the residual hedge are recorded atLCH include $500,000 for asset derivatives as of June 30, 2021. The related fair value through earnings and are not designated as accounting hedges. At the closing of the loan, the loan commitment derivative expires and United recordson a loan held for sale at fair value and continues to mark these assets to market under the election of fair value option. United closes out of the trading mortgage-backed securities assigned within the residual hedge and replaces the securities with a forward sales contract once a price has been accepted by an investor and recorded at fair value.

The derivative portfolio also includes derivative financial instruments not included in hedge relationships. These derivatives consist of interest rate swaps used for interest rate management purposes and derivatives executed with commercial banking customers to facilitate their interest rate management strategies. For derivatives that are not designated in a hedge relationship, changes in the fair value of the derivatives are recognized in earnings in the same period as the change in fair value. Gains and losses on other derivative financial instruments are included in noninterest income and noninterest expense, respectively.

net basis approximate 0.

The following tables disclose the derivative instruments’ location on the Company’s Consolidated Balance Sheets and the notional amount and fair value of those instruments at SeptemberJune 30, 20172021 and December 31, 2016.

   Asset Derivatives 
   September 30, 2017   December 31, 2016 
   Balance
Sheet
Location
   Notional
Amount
   Fair
Value
   Balance
Sheet
Location
   Fair
Value
 

Derivatives designated as hedging instruments Fair Value Hedges:

          

Interest rate swap contracts (hedging commercial loans)

   Other assets   $14,762   $40    Other assets   $24 
    

 

 

   

 

 

     

 

 

 

Total derivatives designated as hedging instruments

    $14,762   $40     $24 
    

 

 

   

 

 

     

 

 

 

Derivatives not designated as hedging instruments

          

Interest rate swap contracts

   Other assets   $0   $0    Other assets   $2,267 

TBA mortgage-backed securities

   Other assets    322,500    501    Other assets    0 

Interest rate lock commitments

   Other assets    169,588    7,027    Other assets    0 
    

 

 

   

 

 

     

 

 

 

Total derivatives not designated as hedging instruments

    $492,088   $7,528     $2,267 
    

 

 

   

 

 

     

 

 

 

Total asset derivatives

    $506,850   $7,568     $2,291 
    

 

 

   

 

 

     

 

 

 

   Liability Derivatives 
   September 30, 2017   December 31, 2016 
   Balance
Sheet
Location
   Notional
Amount
   Fair
Value
   Balance
Sheet
Location
   Fair
Value
 

Derivatives designated as hedging instruments Fair Value Hedges:

          

Interest rate swap contracts
(hedging commercial loans)

   Other liabilities   $76,869   $480    Other liabilities   $338 
    

 

 

   

 

 

     

 

 

 

Total derivatives designated as hedging instruments

    $76,869   $480     $338 
    

 

 

   

 

 

     

 

 

 

Derivatives not designated as hedging instruments

          

Interest rate swap contracts

   Other liabilities   $0   $0    Other liabilities   $2,267 

Forward loan sales commitments

   Other liabilities    50,063    257    Other liabilities    0 

Interest rate lock commitments

   Other liabilities    65,862    291    Other liabilities    0 
    

 

 

   

 

 

     

 

 

 

Total derivatives not designated as hedging instruments

    $115,925   $548     $2,267 
    

 

 

   

 

 

     

 

 

 

Total liability derivatives

    $192,794   $1,028     $2,605 
    

 

 

   

 

 

     

 

 

 

2020.

   
Asset Derivatives
 
   
June 30, 2021
   
December 31, 2020
 
   
Balance

Sheet

Location
   
Notional

Amount
   
Fair

Value
   
Balance

Sheet

Location
   
Notional

Amount
   
Fair

Value
 
Cash Flow Hedges:
            
Interest rate swap contracts
 
(hedging FHLB borrowings)
   Other assets   $500,000   $ 16,037    Other assets   $500,000   $4,378 
        
 
 
   
 
 
        
 
 
   
 
 
 
Total Cash Flow Hedges
       $500,000   $16,037        $500,000   $4,378 
        
 
 
   
 
 
        
 
 
   
 
 
 
Total derivatives designated as hedging instruments
       $500,000   $16,037        $500,000   $4,378 
        
 
 
   
 
 
        
 
 
   
 
 
 
Derivatives not designated as hedging instruments
                              
Forward loan sales commitments
   Other assets   $32,166   $546    Other assets   $62,418   $1,581 
TBA mortgage-backed securities
   Other assets    98,709    296    Other assets    0    0 
Interest rate lock commitments
   Other assets    703,161    17,438    Other assets    973,350    38,332 
        
 
 
   
 
 
        
 
 
   
 
 
 
Total derivatives not designated as hedging instruments
       $834,036   $18,280        $1,035,768   $39,913 
        
 
 
   
 
 
        
 
 
   
 
 
 
Total asset derivatives
       $1,334,036   $34,317        $1,535,768   $ 44,291 
        
 
 
   
 
 
        
 
 
   
 
 
 
   
Liability Derivatives
 
   
June 30, 2021
   
December 31, 2020
 
   
Balance

Sheet

Location
   
Notional

Amount
   
Fair

Value
   
Balance

Sheet

Location
   
Notional

Amount
   
Fair

Value
 
Derivatives designated as hedging instruments
            
Fair Value Hedges:
  
   
  
   
  
   
  
   
  
   
  
   
Interest rate swap contracts
 
 
(hedging commercial loans)
   Other liabilities   $74,748   $ 4,484    Other liabilities   $77,011   $6,782 
        
 
 
   
 
 
        
 
 
   
 
 
 
Total Fair Value Hedges
       $74,748   $4,484        $77,011   $6,782 
        
 
 
   
 
 
        
 
 
   
 
 
 
Total derivatives designated as hedging instruments
       $74,748   $4,484        $77,011   $6,782 
        
 
 
   
 
 
        
 
 
   
 
 
 
Derivatives not designated as hedging instruments
                              
Forward loan sales commitments
   Other liabilities   $60,406   $249    Other liabilities   $0   $0 
TBA mortgage-backed securities
   Other liabilities    684,000    1,868         789,000    6,276 
        
 
 
   
 
 
        
 
 
   
 
 
 
Total derivatives not designated as hedging instruments
       $ 744,406   $2,117        $ 789,000   $6,276 
        
 
 
   
 
 
        
 
 
   
 
 
 
Total liability derivatives
       $819,154   $6,601        $866,011   $ 13,058 
        
 
 
   
 
 
        
 
 
   
 
 
 
41

Table of Contents
The following table represents the carrying amount of the hedged assets/(liabilities) and the cumulative amount of fair value hedging adjustment included in the carrying amount of the hedged assets/(liabilities) that are designated as a fair value accounting relationship as of June 30, 2021 and December 31, 2020.
      
June 30, 2021
 
Derivatives in Fair Value
Hedging Relationships
  
Location in the Statement
of Condition
  
Carrying Amount of
the Hedged

Assets/(Liabilities)
   
Cumulative Amount
of Fair Value Hedging
Adjustment Included
in the Carrying
Amount of the Hedged
Assets/(Liabilities)
   
Cumulative Amount of
Fair Value Hedging
Adjustment Remaining for
any Hedged Assets/
(Liabilities) for which
Hedge Accounting has
been Discontinued
 
Interest rate swaps
  Loans, net of unearned income  $ 75,523   $ (4,484  $ 0 
   
      
December 31, 2020
 
Derivatives in Fair Value
Hedging Relationships
  
Location in the Statement
of Condition
  
Carrying Amount of
the Hedged Assets/
(Liabilities)
   
Cumulative Amount
of Fair Value Hedging
Adjustment Included
in the Carrying
Amount of the Hedged
Assets/(Liabilities)
   
Cumulative Amount of
Fair Value Hedging
Adjustment Remaining for
any Hedged Assets/
(Liabilities) for which
Hedge Accounting has
been Discontinued
 
Interest rate swaps
  Loans, net of unearned income  $77,810   $ (6,782  $0 
Derivative contracts involve the risk of dealing with both bank customers and institutional derivative counterparties and their ability to meet contractual terms. Credit risk arises from the possible inability of counterparties to meet the terms of their contracts. United’s exposure is limited to the replacement value of the contracts rather than the notional amount of the contract. The Company’s agreements generally contain provisions that limit the unsecured exposure up to an agreed upon threshold. Additionally, the Company attempts to minimize credit risk through certain approval processes established by management.

The effect of United’s derivative financial instruments on its unaudited Consolidated Statements of Income for the three and ninesix months ended SeptemberJune 30, 20172021 and 20162020 are presented as follows:

      Three Months Ended 
   Income Statement
Location
  September 30,
2017
  September 30,
2016
 

Derivatives in hedging relationships Fair Value Hedges:

    

Interest rate swap contracts

   Interest income/(expense $(208 $(385
   

 

 

  

 

 

 

Total derivatives in hedging relationships

   $(208 $(385
   

 

 

  

 

 

 

Derivatives not designated as hedging instruments

    

Forward loan sales commitments

   
Income from Mortgage
Banking Activities
 
 
  (257  0 

TBA mortgage-backed securities

   
Income from Mortgage
Banking Activities
 
 
  123   0 

Interest rate lock commitments

   
Income from Mortgage
Banking Activities
 
 
  (4,484  0 
   

 

 

  

 

 

 

Total derivatives not designated as hedging instruments

   $(4,618 $0 
   

 

 

  

 

 

 

Total derivatives

   $(4,826 $(385
   

 

 

  

 

 

 

      Nine Months Ended 
   Income Statement
Location
  September 30,
2017
  September 30,
2016
 

Derivatives in fair value hedging relationships Fair Value Hedges:

    

Interest rate swap contracts

   Interest income/(expense $(648 $353 

Cash Flow Hedges:

    

Forward loan sales commitments

   Other income   0   0 
   

 

 

  

 

 

 

Total derivatives in hedging relationships

   $(648 $353 
   

 

 

  

 

 

 

Derivatives not designated as hedging instruments

    

Forward loan sales commitments

   
Income from Mortgage
Banking Activities
 
 
  (427  0 

TBA mortgage-backed securities

   
Income from Mortgage
Banking Activities
 
 
  2,907   0 

Interest rate lock commitments

   
Income from Mortgage
Banking Activities
 
 
  (3,465  0 
   

 

 

  

 

 

 

Total derivatives not designated as hedging instruments

   $(985 $0 
   

 

 

  

 

 

 

Total derivatives

   $(1,633 $353 
   

 

 

  

 

 

 

12.

   
Income Statement
Location
  
Three Months Ended
 
  
June 30,
2021
   
June 30,
2020
 
Derivatives in hedging relationships
      
Cash flow Hedges:
      
Interest rate swap contracts
  Interest on long-term borrowings  $(363 $0 
Fair Value Hedges:
            
Interest rate swap contracts
  Interest and fees on loans  $(558 $(277
      
 
 
  
 
 
 
Total derivatives in hedging relationships
     $(921 $(277
      
 
 
  
 
 
 
Derivatives not designated as hedging instruments
            
Forward loan sales commitments
  Income from Mortgage Banking Activities  $1,706  $(553
TBA mortgage-backed securities
  Income from Mortgage Banking Activities   (19,459  17,204 
Interest rate lock commitments
  Income from Mortgage Banking Activities   (8,996  (1,527
      
 
 
  
 
 
 
Total derivatives not designated as hedging instruments
     $(26,749 $ 15,124 
      
 
 
  
 
 
 
Total derivatives
     $(27,670 $14,847 
      
 
 
  
 
 
 
42

   
Income Statement
Location
  
Six Months Ended
 
  
June 30,
2021
   
June 30,
2020
 
Derivatives in hedging relationships
      
Cash flow Hedges:
      
Interest rate swap contracts
  Interest on long-term borrowings  $(586 $0 
Fair Value Hedges:
            
Interest rate swap contracts
  Interest and fees on loans  $(793 $(720
      
 
 
  
 
 
 
Total derivatives in hedging relationships
     $(1,379 $(720
      
 
 
  
 
 
 
Derivatives not designated as hedging instruments
            
Forward loan sales commitments
  Income from Mortgage Banking Activities  $(1,284 $207 
TBA mortgage-backed securities
  Income from Mortgage Banking Activities   4,704   (1,771
Interest rate lock commitments
  Income from Mortgage Banking Activities   (15,987  12,169 
      
 
 
  
 
 
 
Total derivatives not designated as hedging instruments
     $(12,567 $ 10,605 
      
 
 
  
 
 
 
Total derivatives
     $(13,946 $9,885 
      
 
 
  
 
 
 
14. FAIR VALUE MEASUREMENTS

United determines the fair values of its financial instruments based on the fair value hierarchy established byin ASC topicTopic 820, which also clarifies that fair value of certain assets and liabilities is an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants.

The Fair Value Measurements and Disclosures topic

ASC Topic 820 specifies a hierarchy of valuation techniques based on whether the inputs to those valuation techniques are observable or unobservable. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect United’s market assumptions.

The three levels of the fair value hierarchy based on these two types of inputs are as follows:

Level 1

  -  Valuation is based on quoted prices in active markets for identical assets and liabilities.

Level 2

  -  Valuation is based on observable inputs including quoted prices in active markets for similar assets and liabilities, quoted prices for identical or similar assets and liabilities in less active markets, and model-based valuation techniques for which significant assumptions can be derived primarily from or corroborated by observable data in the market.

Level 3

  -  Valuation is based on prices, inputs and model-based techniques that use one or more significant inputs or assumptions that are unobservable in the market.

When determining the fair value measurements for assets and liabilities, United looks to active and observable markets to price identical assets or liabilities whenever possible and classifies such items in Level 1. When identical assets and liabilities are not0t traded in active markets, United looks to market observable data for similar assets and liabilities and classifies such items as Level 2. Nevertheless, certain assets and liabilities are not0t actively traded in observable markets and United must use alternative valuation techniques using unobservable inputs to determine a fair value and classifies such items as Level 3. For assets and liabilities that are not0t actively traded, the fair value measurement is based primarily upon estimates that require significant judgment. Therefore, the results may not0t be realized in an

actual sale or immediate settlement of the asset or liability. Additionally, there are inherent weaknesses in any calculation technique, and changes in the underlying assumptions used, including discount rates and estimates of future cash flows, could significantly affect the results of current or future values. The level within the fair value hierarchy is based on the lowest level of input that is significant in the fair value measurement.

Assets and Liabilities Measured at Fair Value on a Recurring Basis

In accordance with ASC topicTopic 820, the following describes the valuation techniques used by United to measure certain financial assets and liabilities recorded at fair value on a recurring basis in the financial statements:

statements.

43

Securities available for sale and equity securities
: Securities available for sale and equity securities are recorded at fair value on a recurring basis. Fair value measurement is based upon quoted market prices, when available (Level 1)(“Level 1”). If quoted market prices are not available, fair values are measured utilizing independent valuation techniques of identical or similar securities for which significant assumptions are derived primarily from or corroborated by observable market data. Using a market approach valuation methodology, third party vendors compile prices from various sources and may determine the fair value of identical or similar securities by using pricing models that considersbased on observable market data (Level 2)inputs, which include benchmark yields, reported trades, issuer spreads, benchmark securities, and “To Be Announced” prices (“Level 2”). Management internally reviews the fair values provided by third party vendors on a monthly basis. Management’s review consists of comparing fair values assignedManagement also performs a quarterly price testing analysis at the individual security level which compares the pricing provided by the third party vendors to trades and offerings observed by management. The review requires some degreean independent pricing source’s valuation of judgment as to the number or percentage of securities to review on the part of management which could fluctuate based on results of past reviews and in comparison to current expectations. Exceptionssame securities. Variances that are deemed to be material are reviewed by management. Additionally, to further assess the reliability of the information received from third party vendors, management obtains documentation from third party vendors related to the sources, methodologies, and inputs utilized in valuing securities classified as Level 2. Management analyzes this information to ensure the underlying assumptions appear reasonable. Management also obtains an independent service auditor’s report from third party vendors to provide reasonable assurance that appropriate controls are in place over the valuation process. Upon
completing its review of the pricing from third party vendors at SeptemberJune 30, 2017,2021, management determined that the prices provided by its third party pricing source were reasonable and in line with management’s expectations for the market values of these securities. Therefore, prices obtained from third party vendors that did not reflect forced liquidation or distressed sales were not adjusted by management at SeptemberJune 30, 2017.2021. Management utilizes a number of factors to determine if a market is inactive, all of which may require a significant level of judgment. Factors that management considers include: a significant widening of the
bid-ask
spread, a considerable decline in the volume and level of trading activity in the instrument, a significant variance in prices among market participants, and a significant reduction in the level of observable inputs. Any securities available for sale not valued based upon quoted market prices or third party pricing models that consider observable market data are considered Level 3. Currently, United considers its valuation ofdoes not have any
available-for-sale Trup Cdos
securities considered as Level 3. The Fair Value Measurements and Disclosures topic assumes that fair values of financial assets are determined in an orderly transaction and not a forced liquidation or distressed sale at the measurement date. Based on financial market conditions, United feels that the fair values obtained from its third party vendor reflect forced liquidation or distressed sales for these Trup Cdos due to decreased volume and trading activity. Additionally, management held discussions with institutional traders to identify trends in the number and type of transactions related to the Trup Cdos sector. Based upon management’s review of the market conditions for Trup Cdos, it was determined that an income approach valuation technique (present value technique) that maximizes the use of relevant observable inputs and minimizes the use of unobservable inputs is more representative of fair value than the valuation technique used by United’s third party vendor. The present value technique discounts expected future cash flows of a security to arrive at a present value. Management considers the following items when calculating the appropriate discount rate: the implied rate of return when the market was last active, changes in the implied rate of return as markets moved from very active to inactive, recent changes in credit ratings, and recent activity showing that the market has built in increased liquidity and credit premiums. Management’s internal credit review of each security was also factored in to determine the appropriate discount rate. The credit review considered each security’s collateral, subordination, excess

spread, priority of claims, principal and interest. Discount margins used in the valuation at September 30, 2017 ranged from LIBOR plus 3.25% to LIBOR plus 6.00%. Management completed a sensitivity analysis on the fair value of its Trup Cdos. Given a comprehensive 200 basis point increase in the discount rates, the total fair value of these securities would decline by approximately 18%, or $5,741.

Loans held for sale
: For residential mortgage loans sold in the mortgage banking segment, the loans closed are recorded at fair value using the fair value option which is measured using valuations from investors for loans with similar characteristics (“Level 2”) with some adjusted for the Company’s actual sales experience versus the investor’s indicated pricing. These valuations fall into thepricing (“Level 3”). The unobservable input for Level 3 category. The unobservable inputvaluations is the Company’s historical sales prices. TheFor June 30, 2021, the range of historical sales prices increased the investor’s indicated pricing by a range of 0.27%0.11% to 0.40%0.31% with a weighted average increase of 0.36%0.21%.

Derivatives
: United utilizes interest rate swaps to hedge exposure to interest rate risk and variability of cash flows associated to changes in the underlying interest rate of the hedged item. These hedging interest rate swaps are classified as either a fair value hedge or a cash flow hedge. United’s derivative portfolio also includes derivative financial instruments not included in hedge relationships. These derivatives consist of interest rate swaps used for interest rate management purposes and derivatives executed with commercial banking customers to facilitate their interest rate management strategies. United utilizes third-party vendors for derivative valuation purposes. These vendors determine the appropriate fair value based on a net present value calculation of the cash flows related to the interest rate swaps using primarily observable market inputs such as interest rate yield curves (Level 2)(“Level 2”). Valuation adjustments to derivative fair values for liquidity and credit risk are also taken into consideration, as well as the likelihood of default by United and derivative counterparties, the net counterparty exposure and the remaining maturities of the positions. Values obtained from third party vendors are typically not adjusted by management. Management internally reviews the derivative values provided by third party vendors on a quarterly basis. All derivative values are tested for reasonableness by management utilizing a net present value calculation.

For a fair value hedge, the fair value of the interest rate swap is recognized on the balance sheet as either a freestanding asset or liability with a corresponding adjustment to the hedged financial instrument. Subsequent adjustments due to changes in the fair value of a derivative that qualifies as a fair value hedge are offset in current period earnings either in interest income or interest expense depending on the nature of the hedged financial instrument. For a cash flow hedge, the fair value of the interest rate swap is recognized on the balance sheet as either a freestanding asset or liability with a corresponding adjustment to accumulated other comprehensive income within shareholders’ equity, net of tax. Subsequent adjustments due to changes in the fair value of a derivative that qualifies as a cash flow hedge are offset to accumulated other comprehensive income, net of tax. The portiontax and reclassified into earnings in the same line associated with the forecasted transaction when the forecasted transaction affects earnings.
44

The Company records its interest rate lock commitments and forward loan sales commitments at fair value determined as the amount that would be required to settle each of these derivative financial instruments at the balance sheet date. In the normal course of business, George Mason entersUnited’s mortgage banking subsidiaries enter into contractual interest rate lock commitments to extend credit to borrowers with fixed expiration dates. The commitments become effective when the borrowers
“lock-in”
a specified interest rate within the timeframes established by the mortgage companies. All borrowers are evaluated for credit worthiness prior to the extension of the commitment. Market risk arises if interest rates move adversely between the time of the interest rate lock by the borrower and the sale date of the loan to the investor. To mitigate the effect of the interest rate risk inherent in providing rate lock commitments to borrowers, George Mason entersUnited’s mortgage banking subsidiaries enter into either a forward sales contract to sell loans to investors when using best efforts or a TBA mortgage-backed security under mandatory delivery. As TBA mortgage-backed securities are actively traded in an open market, TBA mortgage-backed securities fall into a Level 1 category. The forward sales contracts lock in an interest rate and price for the sale of loans similar to the specific rate lock commitments. Under the Company’s best efforts model, the rate lock commitments to borrowers and the forward sales contracts to investors through to the date the loan closes are undesignated derivatives and accordingly, are marked to fair value through earnings. These valuations fall into a Level 2 category. For residential mortgage loans sold in the mortgage banking segment, the interest rate lock commitments are recorded at fair value

which is measured using valuations from investors for loans with similar characteristics (“Level 2”) with some adjusted for the Company’s actual sales experience versus the investor’s indicated pricing. These valuations fall into thepricing (“Level 3”). The unobservable input for Level 3 category. The unobservable inputvaluations is the Company’s historical sales prices. TheFor June 30, 2021, the range of historical sales prices increased the investor’s indicated pricing by a range of 0.27%0.11% to 0.40%0.31% with a weighted average increase of 0.36%0.21%.

For interest rate swap derivatives that are not designated in a hedge relationship, changes in the fair value of the derivatives are recognized in earnings in the same period as the change in the fair value. Unrealized gains and losses due to changes in the fair value of other derivative financial instruments not in hedge relationship are included in noninterest income and noninterest expense, respectively.

The following tables present the balances of financial assets and liabilities measured at fair value on a recurring basis as of SeptemberJune 30, 20172021 and December 31, 2016,2020, segregated by the level of the valuation inputs within the fair value hierarchy.

       Fair Value at September 30, 2017 Using 

Description

  Balance as of
September 30,
2017
   Quoted Prices
in Active
Markets for
Identical
Assets
(Level 1)
   Significant
Other
Observable
Inputs
(Level 2)
   Significant
Unobservable
Inputs
(Level 3)
 

Assets

        

Available for sale debt securities:

        

U.S. Treasury securities and obligations of U.S. Government corporations and agencies

  $115,866   $0   $115,866   $0 

State and political subdivisions

   305,141    0    305,141    0 

Residential mortgage-backed securities

        

Agency

   714,700    0    714,700    0 

Non-agency

   5,846    0    5,846    0 

Commercial mortgage-backed securities

        

Agency

   420,792    0    420,792    0 

Asset-backed securities

   13,429    0    13,429    0 

Trust preferred collateralized debt obligations

   31,659    0    0    31,659 

Single issue trust preferred securities

   12,467    0    12,467    0 

Other corporate securities

   19,254    0    19,254    0 
  

 

 

   

 

 

   

 

 

   

 

 

 

Total available for sale debt securities

   1,639,154    0    1,607,495    31,659 

Available for sale equity securities:

        

Financial services industry

   3,016    401    2,615    0 

Equity mutual funds (1)

   6,250    6,250    0    0 

Other equity securities

   1,214    1,214    0    0 
  

 

 

   

 

 

   

 

 

   

 

 

 

Total available for sale equity securities

   10,480    7,865    2,615    0 
  

 

 

   

 

 

   

 

 

   

 

 

 

Total available for sale securities

   1,649,634    7,865    1,610,110    31,659 

Loans held for sale

   311,186    0    0    311,186 

Derivative financial assets:

        

Interest rate swap contracts

   40    0    40    0 

Interest rate lock commitments

   7,027    0    0    7,027 

TBA mortgage-backed securities

   501    501    0    0 
  

 

 

   

 

 

   

 

 

   

 

 

 

Total derivative financial assets

   7,568    501    40    7,027 

Liabilities

        

       Fair Value at September 30, 2017 Using 

Description

  Balance as of
September 30,
2017
   Quoted Prices
in Active
Markets for
Identical
Assets
(Level 1)
   Significant
Other
Observable
Inputs
(Level 2)
   Significant
Unobservable
Inputs
(Level 3)
 

Derivative financial liabilities:

        

Interest rate swap contracts

   480    0    480    0 

Forward sales commitments

   257    0    257    0 

Interest rate lock commitments

   291    0    291    0 
  

 

 

   

 

 

   

 

 

   

 

 

 

Total derivative financial liabilities

   1,028    0    1,028    0 

(1)The equity mutual funds are within a rabbi trust for the payment of benefits under a deferred compensation plan for certain key

officers

       
Fair Value at June 30, 2021 Using
 
Description
  
Balance as of
June 30,
2021
   
Quoted Prices
in Active
Markets for
Identical
Assets
(Level 1)
   
Significant
Other
Observable
Inputs
(Level 2)
   
Significant
Unobservable
Inputs
(Level 3)
 
Assets
                    
Available for sale debt securities:
                    
U.S. Treasury securities and obligations of U.S. Government corporations and agencies
  $15,147   $0   $15,147   $ 0 
State and political subdivisions
   614,046    0    614,046    0 
Residential mortgage-backed securities
                    
Agency
   985,002    0    985,002    0 
Non-agency
   39,603    0    39,603    0 
Commercial mortgage-backed
sec
urities
                    
Agency
   652,557    0    652,557    0 
Asset-backed securities
   489,433    0    489,433    0 
Single issue trust preferred securities
   17,417    0    17,417    0 
Other corporate securities
   463,869    5,983    457,886    0 
   
 
 
   
 
 
   
 
 
   
 
 
 
Total available for sale securities   3,277,074    5,983    3,271,091    0 
Equity securities:
                    
Financial services industry
   169    169    0    0 
Equity mutual funds (1)
   5,445    5,445    0    0 
Other equity securities
   5,893    5,893    0    0 
   
 
 
   
 
 
   
 
 
   
 
 
 
Total equity securities   11,507    11,507    0    0 
Loans held for sale
   576,827    0    44,553    532,274 
45

Table of United and its subsidiaries.

     Fair Value at December 31, 2016 Using 

Description

 Balance as of
December 31,
2016
  Quoted Prices
in Active
Markets for
Identical
Assets
(Level 1)
  Significant
Other
Observable
Inputs
(Level 2)
  Significant
Unobservable
Inputs
(Level 3)
 

Assets

    

Available for sale debt securities:

    

U.S. Treasury securities and obligations of U.S. Government corporations and agencies

 $95,786  $0  $95,786  $0 

State and political subdivisions

  192,812   0   192,812   0 

Residential mortgage-backed securities

    

Agency

  584,096   0   584,096   0 

Non-agency

  7,043   0   7,043   0 

Asset-backed securities

  217   0   217   0 

Commercial mortgage-backed securities

    

Agency

  305,341   0   305,341   0 

Trust preferred collateralized debt obligations

  33,552   0   0   33,552 

Single issue trust preferred securities

  11,477   0   11,477   0 

Other corporate securities

  15,062   0   15,062   0 
 

 

 

  

 

 

  

 

 

  

 

 

 

Total available for sale debt securities

  1,245,386   0   1,211,834   33,552 

Available for sale equity securities:

    

Financial services industry

  10,735   1,372   9,363   0 

Equity mutual funds (1)

  1,820   1,820   0   0 

Other equity securities

  1,273   1,273   0   0 
 

 

 

  

 

 

  

 

 

  

 

 

 

Total available for sale equity securities

  13,828   4,465   9,363   0 
 

 

 

  

 

 

  

 

 

  

 

 

 

Total available for sale securities

  1,259,214   4,465   1,221,197   33,552 

Derivative financial assets:

    

Interest rate swap contracts

  2,291   0   2,291   0 

Liabilities

    

Derivative financial liabilities:

    

Interest rate swap contracts

  2,605   0   2,605   0 

(1)The equity mutual funds are within a rabbi trust for the payment of benefits under a deferred compensation plan for certain key officers of United and its subsidiaries.

Contents

       
Fair Value at June 30, 2021 Using
 
Description
  
Balance as of
June 30,
2021
   
Quoted Prices
in Active
Markets for
Identical
Assets
(Level 1)
   
Significant
Other
Observable
Inputs
(Level 2)
   
Significant
Unobservable
Inputs
(Level 3)
 
Derivative financial assets:
                    
Interest rate swap contracts
   16,037    0    16,037    0 
Forward sales commitments
   546    0    546    0 
TBA mortgage-backed securities
   296    0    0    296 
Interest rate lock commitments
   17,438    0    2,888    14,550 
   
 
 
   
 
 
   
 
 
   
 
 
 
Total derivative financial assets   34,317    0    19,471    14,846 
Liabilities
                    
Derivative financial liabilities:
                    
Interest rate swap contracts
   4,484    0    4,484    0 
Forward sales commitments
   249    0    0    249 
TBA mortgage-backed securities
   1,868    0    124    1,744 
   
 
 
   
 
 
   
 
 
   
 
 
 
Total derivative financial liabilities   6,601    0    4,608    1,993 
 
(1)   The equity mutual funds are within a rabbi trust for the payment of benefits under a deferred compensation plan for certain key officers of United and its subsidiaries.
    
   
       
Fair Value at December 31, 2020 Using
 
Description
  
Balance as of

December 31,

2020
   
Quoted Prices

in Active

Markets for

Identical

Assets

(Level 1)
   
Significant

Other

Observable

Inputs

(Level 2)
   
Significant

Unobservable

Inputs

(Level 3)
 
Assets
                    
Available for sale debt securities:
                    
U.S. Treasury securities and obligations of U.S. Government corporations and agencies
  $66,344   $0   $66,344   $0 
State and political subdivisions
   565,160    0    565,160    0 
Residential mortgage-backed securities
                    
Agency
   928,891    0    928,891    0 
Non-agency
   21,776    0    21,776    0 
Commercial mortgage-backed securities
                    
Agency
   675,145    0    675,145    0 
Asset-backed securities
   294,623    0    294,623    0 
Single issue trust preferred securities
   17,027    0    17,027    0 
Other corporate securities
   384,393    6,207    378,186    0 
   
 
 
   
 
 
   
 
 
   
 
 
 
Total available for sale securities   2,953,359    6,207    2,947,152    0 
Equity securities:
                    
Financial services industry   134    134    0    0 
Equity mutual funds (1)   4,602    4,602    0    0 
Other equity securities   5,982    5,982    0    0 
   
 
 
   
 
 
   
 
 
   
 
 
 
Total equity securities   10,718    10,718    0    0 
Loans held for sale
   698,341    0    43,608    654,733 
Derivative financial assets:
                    
Interest rate swap contracts   4,378    0    4,378    0 
Forward sales commitments   1,581    0    1,581    0 
TBA mortgage-backed securities   0    0    0    0 
Interest rate lock commitments   38,332    0    6,321    32,011 
   
 
 
   
 
 
   
 
 
   
 
 
 
Total derivative financial assets   44,291    0    12,280    32,011 
Liabilities
                    
Derivative financial liabilities:
                    
Interest rate swap contracts   6,782    0    6,782    0 
TBA mortgage-backed securities   6,276    0    6,276    0 
   
 
 
   
 
 
   
 
 
   
 
 
 
Total derivative financial liabilities
   13,058    0    13,058    0 
 
(1)   The equity mutual funds are within a rabbi trust for the payment of benefits under a deferred compensation plan for certain key officers of United and its subsidiaries.
    
46

Table of Contents
There were no0 transfers between Level 1 and Level 2 for financial assets and liabilities measured at fair value on a recurring basis during the ninesix months ended SeptemberJune 30, 20172021 and the year ended December 31, 2016.

2020.

The following table presents additional information about financial assets and liabilities measured at fair value at SeptemberJune 30, 20172021 and December 31, 20162020 on a recurring basis and for which United has utilized Level 3 inputs to determine fair value:

   Available-for-sale
Securities
 
   Trust preferred
collateralized debt obligations
 
   September 30,
2017
  December 31,
2016
 

Balance, beginning of period

  $33,552  $34,686 

Total gains or losses (realized/unrealized):

   

Included in earnings (or changes in net assets)

   9   0 

Included in other comprehensive income

   6,148   (1,134

Sales

   (8,050  0 
  

 

 

  

 

 

 

Balance, end of period

  $31,659  $33,552 
  

 

 

  

 

 

 

The amount of total gains or losses for the period included in earnings (or changes in net assets) attributable to the change in unrealized gains or losses relating to assets still held at reporting date

  $0  $0 
   Loans held for sale 
   September 30,
2017
  December 31,
2016
 

Balance, beginning of period

  $0  $0 

Acquired in Cardinal merger

   271,301   0 

Originations

   1,644,943   0 

Sales

   (1,639,737  0 

Total gains or losses during the period recognized in earnings

   41,929   0 

Transfers in and/or out of Level 3

   (7,250  0 
  

 

 

  

 

 

 

Balance, end of period

  $311,186  $0 
  

 

 

  

 

 

 

The amount of total gains or losses for the period included in earnings (or changes in net assets) attributable to the change in unrealized gains or losses relating to assets still held at reporting date

  $0  $0 

   Derivative Financial Assets
Interest Rate Lock Commitments
 
   September 30,
2017
  December 31,
2016
 

Balance, beginning of period

  $0  $0 

Acquired in Cardinal merger

   10,393   0 

Transfers other

   (3,366  0 
  

 

 

  

 

 

 

Balance, end of period

  $7,027  $0 
  

 

 

  

 

 

 

The amount of total gains or losses for the period included in earnings (or changes in net assets) attributable to the change in unrealized gains or losses relating to assets still held at reporting date

  $0  $0 

   
Loans held for sale
 
   
June 30,

2021
  
December 31,
2020
 
Balance, beginning of period
  $654,733  $384,375 
Originations
   2,888,337   5,699,581 
Sales
   (3,090,988  (5,652,693
Total gains or losses during the period recognized in earnings
   80,192   223,470 
Transfers in and/or out of Level 3
   (0  (0
   
 
 
  
 
 
 
Balance, end of period
  $532,274  $654,733 
   
 
 
  
 
 
 
The amount of total gains or losses for the period included in earnings (or changes in net assets) attributable to the change in unrealized gains or losses relating to assets still held at reporting date
  $0  $0 
  
   
Derivative Financial Assets

TBA Securities
 
   
June 30,

2021
  
December 31,
2020
 
Balance, beginning of period
  $0  $0 
Transfers other
   296   0 
   
 
 
  
 
 
 
Balance, end of period
  $296  $0 
   
 
 
  
 
 
 
The amount of total gains or losses for the period included in earnings (or changes in net assets) attributable to the change in unrealized gains or losses relating to assets still held at reporting date
  $0  $0 
  
   
Derivative Financial Assets

Interest Rate Lock
Commitments
 
   
June 30,

2021
  
December 31,
2020
 
Balance, beginning of period
  $32,011  $4,518 
Transfers other
   (17,461  27,493 
   
 
 
  
 
 
 
Balance, end of period
  $14,550  $32,011 
   
 
 
  
 
 
 
The amount of total gains or losses for the period included in earnings (or changes in net assets) attributable to the change in unrealized gains or losses relating to assets still held at reporting date
  $0  $0 
  
 
 
   
Derivative Financial Liabilities

Forward Sales Commitments
 
   
June 30,

2021
   
December 31, 2020
 
Balance, beginning of period
  $0   $ 0 
Transfers other
   249    0 
   
 
 
   
 
 
 
Balance, end of period
  $249   $ 0 
   
 
 
   
 
 
 
The amount of total gains or losses for the period included in earnings (or changes in net assets) attributable to the change in unrealized gains or losses relating to assets still held at reporting date
  $0   $0 
47

   
Derivative Financial Liabilities

TBA Securities
 
   
June 30,

2021
   
December 31,
2020
 
Balance, beginning of period
  $0   $0 
Transfers other
   1,744    0 
   
 
 
   
 
 
 
Balance, end of period
  $ 1,744   $0 
   
 
 
   
 
 
 
The amount of total gains or losses for the period included in earnings (or changes in net assets) attributable to the change in unrealized gains or losses relating to assets still held at reporting date
  $0   $0 
Fair Value Option
As of January 1, 2021, United elected the fair value option for new loans held for sale originated in its community banking segment after that date to mitigate a divergence between accounting losses and economic exposure. Prior to January 1, 2021, United elected the fair value option only for its loans held for sale in its mortgage banking segment
.
The following table reflects the change in fair value included in earnings of financial instruments for which the fair value option has been elected:
Description
  
Three Months Ended

June 30, 2021
   
Three Months Ended

June 30, 2020
 
Income from mortgage banking activities  $ 6,075   $ 8,846 
   
Description
  
Six Months Ended

June 30, 2021
   
Six Months Ended

June 30, 2020
 
Income from mortgage banking activities  $(11,776  $ 10,471 
The following table reflects the difference between the aggregate fair value and the remaining contractual principal outstanding for financial instruments for which the fair value option has been elected
:
   
June 30, 2021
   
December 31, 2020
 
Description
  
Unpaid
Principal
Balance
   
Fair
Value
   
Fair Value
Over/(Under)
Unpaid
Principal
Balance
   
Unpaid
Principal
Balance
   
Fair
Value
   
Fair Value
Over/(Under)
Unpaid
Principal
Balance
 
Loans held for sale
  $ 562,200   $ 576,827   $ 14,627   $ 672,458   $ 698,341   $ 25,883 
Assets and Liabilities Measured at Fair Value on a Nonrecurring Basis
Certain financial assets are measured at fair value on a nonrecurring basis in accordance with GAAP. Adjustments to the fair value of these assets usually result from the application of
lower-of-cost-or-market
accounting or write-downs of individual assets.

Fair Value Option

United elected the fair value option for the loans held for sale in its mortgage banking segment to mitigate a divergence between accounting losses and economic exposure.

The following table reflects the change in fair value included in earnings of financial instruments for which the fair value option has been elected:

Description

  Three Months  Ended
September 30, 2017
   Nine Months  Ended
September 30, 2017
 

Assets

    

Loans held for sale

    

Income from mortgage banking activities

  $(5,090  $(7,529

The following table reflects the difference between the aggregate fair value and the remaining contractual principal outstanding for financial instruments for which the fair value option has been elected:

   September 30, 2017   December 31, 2016 

Description

  Unpaid
Principal
Balance
   Fair
Value
   Fair Value
Over/(Under)
Unpaid
Principal
Balance
   Unpaid
Principal
Balance
   Fair
Value
   Fair Value
Over/(Under)
Unpaid
Principal
Balance
 

Assets

            

Loans held for sale

  $303,953   $311,186   $7,233   $0   $0   $0 

Assets and Liabilities Measured at Fair Value on a Nonrecurring Basis

The following describes the valuation techniques used by United to measure certain financial assets recorded at fair value on a nonrecurring basis in the financial statements.

Loans held for sale
: LoansPrior to January 1, 2021, loans held for sale within the community banking segment that arewere delivered on a best efforts basis arewere carried at the lower of cost or fair value. TheAs previously mentioned, United elected the fair value isoption for all loans held for sale as of January 1, 2021. Under the lower of cost or fair value accounting method, the fair value of loans held for sale within the community banking segment was based on the price secondary markets are currently offeringoffered at the time for similar loans using observable market data which iswas not materially different than cost due to the short duration between origination and sale (Level 2)(“Level 2”). As such, United recordsrecorded any fair value adjustments for these loans held for sale on a nonrecurring basis. No nonrecurring fair value adjustments were recorded on loans held for sale during the nine months ended September 30, 2017. Gains and losses on sale of loans arewere recorded within income from mortgage banking activities on the Consolidated Statements of Income.

Impaired

48

Individually assessed loans
: In the determination of the allowance for loan losses, loans that do not share risk characteristics are evaluated on an individual basis. Loans
: Loans evaluated individually are designated as impaired when,not also included in the judgment ofcollective evaluation. When management based on current information and events, itdetermines that foreclosure is probable that all amounts due accordingor when the borrower is experiencing financial difficulty at the reporting date and repayment is expected to be provided substantially through the contractual termsoperation or sale of the loan agreement will not be collected. Impairment is measuredcollateral, expected credit losses are based upon the present value of expected future cash flows from the loan discounted at the loan’s effective rate and the loan’s observable market price oron the fair value of the collateral ifat the loan is collateral dependent.reporting date, adjusted for selling costs as appropriate. Fair value is measured using a market approach based on the value of the collateral securing the loans. Collateral may be in the form of real estate or business assets including equipment, inventory, and accounts receivable. The vast majority of the collateral is real estate. The value of real estate collateral is determined utilizing an appraisal conducted by an independent, licensed appraiser outside of the Company using comparable property sales (Level 2)(“Level 2”). However, if the collateral is a house or building in the process of construction or if an appraisal of the real estate property is over two years old, then the fair value is considered Level 3. The value of business equipment is based upon an outside appraisal if deemed significant, or the net book value on the applicable business’ financial

statements if not considered significant using observable market data. Likewise, values for inventory and accounts receivables collateral are based on financial statement balances or aging reports (Level 3)(“Level 3”). For impairedindividually assessed loans, a specific reserve is established through the Allowanceallowance for Loan Losses,loan losses, if necessary, by estimating the fair value of the underlying collateral on a nonrecurring basis. Any fair value adjustments are recorded in the period incurred as provision for credit losses expense on the Consolidated Statements of Income.

OREO:

OREO
: OREO consists of real estate acquired in foreclosure or other settlement of loans. Such assets are carried on the balance sheet at the lower of the investment in the assets or the fair value of the assets less estimated selling costs. Fair value is determined by one of two market approach methods depending on whether the property has been vacated and an appraisal can be conducted. If the property has yet to be vacated and thus an appraisal cannot be performed, a Brokers Price Opinion (i.e. BPO), is obtained. A BPO represents a best estimate valuation performed by a realtor based on knowledge of current property values and a visual examination of the exterior condition of the property. Once the property is subsequently vacated, a formal appraisal is obtained and the recorded asset value appropriately adjusted. On the other hand, if the OREO property has been vacated and an appraisal can be conducted, the fair value of the property is determined based upon the appraisal using a market approach. An authorized independent appraiser conducts appraisals for United. Appraisals for property other than ongoing construction are based on consideration of comparable property sales (Level 2)(“Level 2”). In contrast, valuation of ongoing construction assets requires some degree of professional judgment. In conducting an appraisal for ongoing construction property, the appraiser develops two appraised amounts: an “as is” appraised value and a “completed” value. Based on professional judgment and their knowledge of the particular situation, management determines the appropriate fair value to be utilized for such property (Level 3)(“Level 3”). As a matter of policy, valuations are reviewed at least annually and appraisals are generally updated on a
bi-annual
basis with values lowered as necessary.

Intangible Assets:Assets
: For United, intangible assets consist primarily of goodwill and core deposit intangibles. Goodwill is tested for impairment at least annually or sooner if indicators of impairment exist. Goodwill impairment would be defined as the difference between the recorded value of goodwill (i.e. book value) and the implied fair value of goodwill. In determining the implied fair value of goodwill for purposes of evaluating goodwill impairment, United determines the fair value of the reporting unit using a market approach and compares the fair value to its carrying value. If the carrying value exceeds the fair value,United may elect to perform a step two testqualitative analysis to determine whether or not it is performed whereby the implied fair value is computed by deductingmore-likely-than not that the fair value of all tangible and intangible net assets froma reporting unit is less than its carrying amount. If United elects to bypass this qualitative analysis, or concludes via qualitative analysis that it is
more-likely-than-not
that the fair value of a reporting unit is less than its carrying value, United may use either a market or income quantitative approach, whichever is more practical, to determine the fair value of the reporting unit.unit to compare to its carrying value as step one. If the fair value is greater than the carrying value, then the reporting unit’s goodwill is deemed not to be impaired. If the fair value is less than the carrying value, then a second step is performed which measures the amount of impairment by comparing the carrying amount of the goodwill to its implied fair value. If the implied fair value of the goodwill exceeds the carrying amount, there is no impairment. If the carrying amount exceeds the implied fair value of goodwill, an impairment charge is recorded for the excess. At each reporting date, the Company considers potential indicators of impairment. United performed its annual goodwill impairment test on the Company’s reporting units as of September 30, 2020. The goodwill impairment test did not identify any goodwill impairment. In subsequent periods,
49

economic uncertainty and volatility surrounding
COVID-19
and the performance of the Company’s stock as well as possible other impairment indicators could cause us to perform a goodwill impairment test which could result in an impairment charge being recorded for that period if the carrying value of goodwill was found to exceed fair value. Core deposit intangibles relate to the estimated value of the deposit base of acquired institutions. Management reviews core deposit intangible assets on an annual basis, or sooner if indicators of impairment exist, and evaluates changes in facts and circumstances that may indicate impairment in the carrying value. Other than those intangible assets recorded in the acquisitions of Cardinal in the second quarter of 2017 and Bank of Georgetown in the second quarter of 2016, noNaN other fair value measurement of intangible assets was made during the first ninesix months of 20172021 and 2016.

2020 other than those intangible assets recorded in the acquisition of Carolina Financial in the second quarter of 2020.

Mortgage Servicing Rights (
MSRs
):
A mortgage servicing right asset represents the amount by which the present value of the estimated future net cash flows to be received from servicing loans are expected to more than adequately compensate the Company for performing the servicing. The Company initially measures servicing assets and liabilities retained related to the sale of residential loans held for sale (“mortgage servicing rights”) at fair value, if practicable. For subsequent measurement purposes, the Company measures servicing assets and liabilities based on the lower of cost or market quarterly on a nonrecurring basis. The quarterly determination of fair value of servicing rights is provided by a third party and is estimated using a present value cash flow model. The most important assumptions used in the valuation model are the anticipated rate of the loan prepayments and discount rates. Although some assumptions in determining fair value are based on standards used by market participants, some are based on unobservable inputs and therefore are classified in Level 3 of the valuation hierarchy. The unobservable inputs for Level 3 valuations are market discount rates, anticipated prepayment speeds, projected delinquency rates, and ancillary fee income net of servicing costs. For June 30, 2021, the average range of discount rates was 10.50% to 12.00% with a weighted average discount rate of 10.61%; the average range of constant prepayment rates was 11.29% to 22.83% with a weighted average prepayment rate of 17.53%; the net servicing fee was 0.26%; and the delinquency rate, including loans on forbearance was 2.76%. For December 31, 2020, the average range of discount rates was 9.50% to 14.07% with a weighted average discount rate of 10.62%; the average range of constant prepayment rates was 7.98% to 18.42% with a weighted average prepayment rate of 14.60%; the net servicing fee was 0.26%; and the delinquency rate, including loans on forbearance was 2.88%.
The Company recorded a temporary impairment
, net of recoveries
of $250 on mortgage servicing rights in the quarter and six months ended June 30, 2021. The Company recorded a $710 temporary impairment of mortgage servicing rights in the quarter and six months ended June 30, 2020. The Company does not hedge the mortgage servicing rights positions and the impact of falling long-term interest rates increased prepayment speed assumptions reducing the value of MSRs asset in 2020.
The following table summarizes United’s financial assets that were measured at fair value on a nonrecurring basis during the period:

        Carrying value at September 30, 2017     

Description

  Balance as of
September 30,
2017
   Quoted Prices
in Active
Markets for
Identical
Assets
(Level 1)
   Significant
Other
Observable
Inputs
(Level 2)
   Significant
Unobservable
Inputs
(Level 3)
   YTD
Losses
 

Assets

          

Impaired Loans

  $105,900   $0   $74,852   $31,048   $9,045 

OREO

   26,826    0    26,743    83    2,904 
        Carrying value at December 31, 2016     

Description

  Balance as of
December 31,
2016
   Quoted Prices
in Active
Markets for
Identical
Assets
(Level 1)
   Significant
Other
Observable
Inputs
(Level 2)
   Significant
Unobservable
Inputs
(Level 3)
   YTD
Losses
 

Assets

          

Impaired Loans

  $80,505   $0   $27,609   $52,896   $5,119 

OREO

   31,510    0    31,510    0    2,086 

Description
  
Balance as of

June 30, 2021
   
Carrying value at June 30, 2021
   
YTD Gains

(Losses)
 
  
Quoted Prices

in Active

Markets for

Identical

Assets

(Level 1)
   
Significant

Other

Observable

Inputs

(Level 2)
   
Significant

Unobservable

Inputs

(Level 3)
 
Assets
          
Individually assessed loans
  $17,893   $0   $13,591   $4,302   $(1,430
OREO
   18,474    0    18,474    0    (3,528
Mortgage servicing rights
   24,630    0    0    24,630    (250
50

Description
  
Balance as of

December 31, 2020
   
Carrying value at December 31, 2020
   
YTD Gains

(Losses)
 
  
Quoted Prices

in Active

Markets for

Identical

Assets

(Level 1)
   
Significant

Other

Observable

Inputs

(Level 2)
   
Significant

Unobservable

Inputs

(Level 3)
 
Assets
          
Loans held for sale
  $20,596   $0   $20,596   $0   $(197
Individually assessed loans
   37,498    0    14,467    23,031    1,318 
OREO
   22,595    0    22,595    0    (1,618
Mortgage servicing rights
   20,955    0    0    20,955    (1,383
Fair Value of Other Financial Instruments

The following methods and assumptions were used by United in estimating its fair value disclosures for other financial instruments:

Cash and Cash Equivalents:
The carrying amounts reported in the balance sheet for cash and cash equivalents approximate those assets’ fair values.

Securities held to maturity and other securities:securities
: The estimated fair values of securities held to maturity are based on quoted market prices, where available. If quoted market prices are not available, fair values are measured utilizing independent valuation techniques of identical or similar securities for which significant assumptions are derived primarily from or corroborated by observable market data. Third party vendors compile prices from various sources and may determine the fair value of identical or similar securities by using pricing models that considersconsider observable market data. Any securities held to maturity, not valued based upon the methods above, are valued based on a discounted cash flow methodology using appropriately adjusted discount rates reflecting nonperformance and liquidity risks. Other securities consist mainly of shares of Federal Home Loan Bank and Federal Reserve Bank stock that do not have readily determinable fair values and are carried at cost.

Loans:

Loans and leases
: The fair values of certain mortgage loans (e.g.,
one-to-four
family residential), credit card loans, and other consumer loans are based on quoted market prices of similar loans sold in conjunction with securitization transactions, adjusted for differences in loan characteristics. The fair values of other loans and leases (e.g., commercial real estate and rental property mortgage loans, commercial and industrial loans, financial institution loans and agricultural loans) are estimated using discounted cash flow analyses, using market interest rates currently being offered for loans and leases with similar terms to borrowers of similar creditworthiness, which include adjustments for liquidity concerns. For acquired impairedPCD loans, fair value is assumed to equal United’s carrying value, which represents the present value of expected future principal and interest cash flows, as adjusted for any Allowance for LoanCredit Losses recorded for these loans.

Deposits:

Deposits
: The fair values of demand deposits (e.g., interest and noninterest checking, regular savings and certain types of money market accounts) are, by definition, equal to the amount payable on demand at the reporting date (i.e., their carrying amounts). The carrying amounts of variable-rate, fixed-term money market accounts and certificates of deposit approximate their fair values at the reporting date. Fair values of fixed-rate certificates of deposit are estimated using a discounted cash flow calculation that applies interest rates currently being offered on certificates to a schedule of aggregated expected monthly maturities on time deposits.

Short-term Borrowings:
The carrying amounts of federal funds purchased, borrowings under repurchase agreements and any other short-term borrowings approximate their fair values.

Long-term Borrowings:
The fair values of United’s Federal Home Loan Bank borrowings and trust preferred securities are estimated using discounted cash flow analyses, based on United’s current incremental borrowing rates for similar types of borrowing arrangements.

51

Summary of Fair Values for All Financial Instruments

The estimated fair values of United’s financial instruments are summarized below:

           Fair Value Measurements 
   Carrying
Amount
   Fair Value   Quoted Prices
in Active
Markets for
Identical
Assets
(Level 1)
   Significant
Other
Observable
Inputs
(Level 2)
   Significant
Unobservable
Inputs
(Level 3)
 

September 30, 2017

          

Cash and cash equivalents

  $1,747,037   $1,747,037   $0   $1,747,037   $0 

Securities available for sale

   1,649,634    1,649,634    7,865    1,610,110    31,659 

Securities held to maturity

   20,335    19,909    0    16,889    3,020 

Other securities

   166,756    158,418    0    0    158,418 

Loans held for sale

   315,031    315,031    0    3,845    311,186 

Loans

   13,065,542    12,550,352    0    0    12,550,352 

Derivative financial assets

   7,568    7,568    501    40    7,027 

Deposits

   13,875,297    13,859,205    0    13,859,205    0 

Short-term borrowings

   492,036    492,036    0    492,036    0 

Long-term borrowings

   1,364,246    1,328,753    0    1,328,753    0 

Derivative financial liabilities

   1,028    1,028    0    1,028    0 

December 31, 2016

          

Cash and cash equivalents

  $1,434,527   $1,434,527   $0   $1,434,527   $0 

Securities available for sale

   1,259,214    1,259,214    4,465    1,221,197    33,552 

Securities held to maturity

   33,258    31,178    0    28,158    3,020 

Other securities

   111,166    105,608    0    0    105,608 

Loans held for sale

   8,445    8,445    0    8,445    0 

Loans

   10,268,366    10,122,486    0    0    10,122,486 

Derivative financial assets

   2,291    2,291    0    2,291    0 

Deposits

   10,796,867    10,785,294    0    10,785,294    0 

Short-term borrowings

   209,551    209,551    0    209,551    0 

Long-term borrowings

   1,172,026    1,142,782    0    1,142,782    0 

Derivative financial liabilities

   2,605    2,605    0    2,605    0 

13.

           
Fair Value Measurements
 
   
Carrying

Amount
   
Fair Value
   
Quoted Prices

in Active

Markets for

Identical

Assets

(Level 1)
   
Significant

Other

Observable

Inputs

(Level 2)
   
Significant

Unobservable

Inputs

(Level 3)
 
June 30, 2021
                         
Cash and cash equivalents
  $3,677,396   $3,677,396   $0   $3,677,396   $0 
Securities available for sale
   3,277,074    3,277,074    5,983    3,271,091    0 
Securities held to maturity
   989    1,020    0    0    1,020 
Equity securities
   11,507    11,507    11,507    0    0 
Other securities
   221,931    210,834    0    0    210,834 
Loans held for sale
   576,827    576,827    0    44,553    532,274 
Net loans
   16,670,456    16,153,015    0    0    16,153,015 
Derivative financial assets
   34,317    34,317    0    19,471    14,846 
Mortgage servicing rights
   22,540    24,630    0    0    24,630 
Deposits
   21,567,391    21,555,714    0    21,555,714    0 
Short-term borrowings
   127,745    127,745    0    127,745    0 
Long-term borrowings
   814,022    768,278    0    768,278    0 
Derivative financial liabilities
   6,601    6,601    0    4,608    1,993 
      
December 31, 2020
                         
Cash and cash equivalents
  $2,209,068   $2,209,068   $0   $2,209,068   $0 
Securities available for sale
   2,953,359    2,953,359    6,207    2,947,152    0 
Securities held to maturity
   1,212    1,235    0    215    1,020 
Equity securities
   10,718    10,718    10,718    0    0 
Other securities
   220,895    209,850    0    0    209,850 
Loans held for sale
   718,937    718,937    0    64,204    654,733 
Net loans
   17,355,583    16,559,797    0    0    16,559,797 
Derivative financial assets
   44,291    44,291    0    12,280    32,011 
Mortgage servicing rights
   20,955    20,955    0    0    20,955 
Deposits
   20,585,160    20,583,607    0    20,583,607    0 
Short-term borrowings
   142,300    142,300    0    142,300    0 
Long-term borrowings
   864,369    815,991    0    815,991    0 
Derivative financial liabilities
   13,058    13,058    0    13,058    0 
15. STOCK BASED COMPENSATION

On May 18, 2016,12, 2020, United’s shareholders approved the 20162020 Long-Term Incentive Plan (2016(“2020 LTI Plan)Plan”). The 20162020 LTI Plan became effective as of May 18, 2016 and replaced the 2011 Long-Term Incentive Plan (2011 LTI Plan) which expired during the second quarter of 2016.13, 2020. An award granted under the 20162020 LTI Plan may consist of any
non-qualified
stock options or incentive stock options, stock appreciation rights (SARs)(“SARs”), restricted stock, restricted stock units, performance units or other-stock-based award. These awards all relate to the common stock of United. The maximum number of shares of United common stock which may be issued under the 20162020 LTI Plan is 1,700,000.2,300,000. The 20162020 LTI Plan will be administered by a board committee appointed by United’s Board of Directors (the Board)“Board”). Unless otherwise determined by the Board, the Compensation Committee of the Board (the Committee)“Committee”) shall administer the 20162020 LTI Plan. Any and all shares may be issued in respect of any of the types of awards, provided that (1) the aggregate number of shares that may be issued in respect of restricted stock awards, and restricted stock unit awards which are settled in shares is 500,000, and (2) the aggregate number of shares that may be issued pursuant to stock options is 1,200,000. The shares to be offered under the 2016 LTI Plan may be authorized and unissued shares or treasury shares. The maximum number of options and SARs,stock appreciation rights, in the aggregate, which may be awarded to any individual key employee during any calendar year is 100,000. The maximum number of stock options and SARs,stock appreciation rights, in the aggregate, which may be awarded to any
non-employee
director during any calendar year is 10,000.10,000 or, if such Award is payable in cash, the Fair Market Value equivalent thereof. The maximum number of shares of restricted stock or shares subject to a restricted stock units award that may be granted

during any calendar year is 50,000225,000 shares to any individual key employee and 5,00010,000 shares to any individual

non-employee
director. Subject to certain change in control provisions, the 20162020 LTI Plan provides that all awards of restricted stock and restricted stock units will vest as the Committee determines in the award agreement, provided that
52

no awards will vest sooner than 1/3 per year over the first three anniversaries of the award. Awards grantedUnited adopted a clawback policy that applies to named executive officers ofand other executive officers and permits the Committee to cancel certain awards and to recoup gains realized from previous awards should United typically will havebe required to prepare an accounting restatement due to materially inaccurate performance based vesting conditions.metrics. A Form
S-8
was filed on JulyMay 29, 20162020 with the Securities and Exchange Commission to register all the shares which were available for the 20162020 LTI Plan. During the first nine months of 2017, a total of 253,417non-qualified stock options and 89,475 shares of restricted stock were granted underThe
2020
LTI Plan replaces the 2016 LTI Plan.

Compensation expense of $909$1,892 and $2,589$3,580 related to the nonvested awards under United’s Long-Term Incentive Plans was incurred for the thirdsecond quarter and first ninesix months of 2017,2021, respectively, as compared to the compensation expense of $720$1,369 and $2,050$2,622 related to the nonvested awards under United’s Long-Term Incentive Plans incurred for the thirdsecond quarter and first ninesix months of 2016,2020, respectively. Compensation expense was included in employee compensation in the unaudited Consolidated Statements of Income.

Stock Options

United currently has options outstanding from various option plans other than the 20162020 LTI Plan (the Prior Plans)“Prior Plans”); however, no0 common shares of United stock are available for grants under the Prior Plans as these plans have expired. Awards outstanding under the Prior Plans will remain in effect in accordance with their respective terms. The maximum term for options granted under the plans is ten (10) years.

A summary of activity under United’s stock option plans as of SeptemberJune 30, 2017,2021, and the changes during the first ninesix months of 20172021 are presented below:

   Nine Months Ended September 30, 2017 
           Weighted Average 
   Shares   Aggregate
Intrinsic
Value
   Remaining
Contractual
Term (Yrs.)
   Exercise
Price
 

Outstanding at January 1, 2017

   1,411,735       $28.05 

Assumed in Cardinal merger

   153,602        21.47 

Granted

   253,417        45.27 

Exercised

   (163,562       20.93 

Forfeited or expired

   (2,962       38.81 
  

 

 

       

 

 

 

Outstanding at September 30, 2017

   1,652,230   $12,602    5.8   $30.76 
  

 

 

   

 

 

   

 

 

   

 

 

 

Exercisable at September 30, 2017

   1,138,309   $11,964    4.5   $26.64 
  

 

 

   

 

 

   

 

 

   

 

 

 

   
Six Months Ended June 30, 2021
 
           
Weighted Average
 
   
Shares
   
Aggregate

Intrinsic

Value
   
Remaining

Contractual

Term (Yrs.)
   
Exercise

Price
 
Outstanding at January 1, 2021
   1,904,557             $34.14 
Granted
   49,978              32.51 
Exercised
   (173,945             28.65 
Forfeited or expired
   (110,229             28.69 
   
 
 
             
 
 
 
Outstanding at June 30, 2021
   1,670,361   $5,358    5.3   $35.02 
   
 
 
   
 
 
   
 
 
   
 
 
 
     
Exercisable at June 30, 2021
   1,315,307   $4,654    4.8   $34.91 
   
 
 
   
 
 
   
 
 
   
 
 
 
The following table summarizes the status of United’s nonvested stock option awards during the first ninesix months of 2017:

   Shares   Weighted-Average
Grant Date Fair Value
Per Share
 

Nonvested at January 1, 2017

   430,278   $6.84 

Granted

   253,417    8.85 

Vested

   (168,274   6.64 

Forfeited or expired

   (1,500   8.85 
  

 

 

   

 

 

 

Nonvested at September 30, 2017

   513,921   $7.89 
  

 

 

   

 

 

 

2021:

   
Shares
   
Weighted-Average

Grant Date Fair Value

Per Share
 
Nonvested at January 1, 2021
   544,905   $6.93 
Granted
   49,978    5.65 
Vested
   (239,659   7.32 
Forfeited or expired
   (170   5.65 
   
 
 
   
 
 
 
Nonvested at June 30, 2021
   355,054   $6.49 
   
 
 
   
 
 
 
During the ninesix months ended SeptemberJune 30, 20172021 and 2016, 163,5622020, 173,945 and 248,67714,994 shares, respectively, were issued in connection with stock option exercises. All shares issued in connection with stock option exercises for the ninesix months ended SeptemberJune 30, 20172021 and 20162020 were issued from authorized and unissued stock. The total intrinsic value of options exercised under the Plans during the ninesix months ended SeptemberJune 30, 20172021 and 20162020 was $3,078$1,644 and $4,670$249 respectively.

Restricted Stock

Under the 20112020 LTI Plan, United may award restricted common shares to key employees and
non-employee
directors. Restricted shares granted to participants have a four-year time-based vesting period. Recipientswill vest no sooner than 1/3 per year over the first three anniversaries of the award.
Unless determined by the Committee or the Board and provided in the award agreement, recipients of restricted shares do not pay any consideration to United for the shares, have the right to vote all shares subject to such grant and receive all dividends with respect to such shares, whether or not the shares have vested. Presently, these nonvested participating securities have an immaterial impact on diluted earnings per share.

53

The following summarizes the changes to United’s nonvested restricted common shares for the period ended SeptemberJune 30, 2017:

   Number of
Shares
   Weighted-Average
Grant Date Fair Value
Per Share
 

Outstanding at January 1, 2017

   137,268   $33.61 

Granted

   89,475    45.27 

Vested

   (53,950   32.23 

Forfeited

   (420   45.30 
  

 

 

   

 

 

 

Outstanding at September 30, 2017

   172,373   $40.07 
  

 

 

   

 

 

 

14.2021:

   
Shares
   
Weighted-Average
Grant Date Fair Value
Per Share
 
Nonvested at January 1, 2021
   340,976   $35.41 
Granted
   182,344    35.97 
Vested
   (129,061   36.90 
Forfeited
   (1,971   36.70 
   
 
 
   
 
 
 
Nonvested at June 30, 2021
   392,288   $35.18 
   
 
 
   
 
 
 
Restricted Stock Units
Under the 2020 LTI Plan, United may grant restricted stock units (“RSUs”) to key employees. These awards help align the interests of these employees with the interests of the shareholders of United by providing economic value directly related to the performance of the Company. These RSU grants could be time-vested RSUs, performance-vested RSUs, or a combination of both. Currently, time-vested RSUs vest ratably over three years from the date of grant. Performance-vested RSUs cliff-vest after assessment of the Company’s performance over a period of three years. The number of performance-vested RSUs that vest is determined by two metrics measured relative to peers: Return on Average Tangible Common Equity (“ROATCE”) and Total Shareholder Return (“TSR”). Based on ASC Topic 718, the ROATCE comparison is considered a performance condition while the TSR comparison is considered a market condition. There will be no payout of the performance-vested awards if the threshold performance is not achieved. United communicates the specific threshold, target, and maximum performance-vested RSU awards and performance targets to the applicable key employees at the beginning of a performance period. Dividends are accrued but not paid in respect to the awards until the RSUs vest. The holder does not have the right to vote the shares during the time and performance periods. The value of the time-vested RSUs and the performance-vested, based on the performance condition, RSUs awarded is established as the fair market value of the stock at the time of the grant. The value of the performance-vested, based on the market condition, RSUs awarded is estimated through the use of a Monte Carlo valuation model as of the grant date. The Company recognizes expense on the RSUs in accordance with ASC Topic 718.
The following table summarizes the status of United’s nonvested RSUs during the first six months of 2021:
   
Shares
   
Weighted-Average
Grant Date Fair Value
Per Share
 
Nonvested at January 1, 2021
   0   $0.00 
Granted
   136,896    35.65 
Vested
   0    0.00 
Forfeited or expired
   0    0.00 
   
 
 
   
 
 
 
Nonvested at June 30, 2021
   136,896   $35.65 
   
 
 
   
 
 
 
16. EMPLOYEE BENEFIT PLANS

United has a defined benefit retirement plan covering a majority of all employees.qualified employees hired prior to October 1, 2007. Pension benefits are based on years of service and the average of the employee’s highest five consecutive plan years of basic compensation paid during the ten plan years preceding the date of determination. Contributions are intended to provide not only for benefits attributed to service to date, but also for those expected to be earned in the future. DuringNaN discretionary contributions were made during the third quarter of 2017, United made a discretionary contribution of $10,000 to the Plan.

In September of 2007, after a recommendation by United’s Pension Committee and approval by United’s Board of Directors, the United Bankshares, Inc. Pension Plan (the Plan) was amended to change the participation rules. The decision to change the participation rules for the Plan followed current industry trends, as many large and medium size companies had taken similar steps. The amendment provides that employees hired on or after October 1, 2007, will not be eligible to participate in the Plan. However, new employees will be eligible to participate in United’s Savings and Stock Investment 401(k) plan. This change had no impact on current employees hired prior to October 1, 2007 as they will continue to participate in the Plan, with no change in benefit provisions, and will continue to be eligible to participate in United’s Savings and Stock Investment 401(k) plan.

As of December 31, 2016, United changed the method used to estimate the interest cost component of net periodic benefit cost for the Plan. Under the previous method, appropriate spot rates were used to discount the projected benefit obligation (PBO) cash flows based on date of measurement. Then, a single aggregated discount rate was calculated such that the present value of the PBO remained the same. This rate is technically a weighted-average of the spot rates. This single discount rate was applied to the interest and service costs as well. Under the full yield curve approach, separate discount rates are used to calculate the present value for each projected cash flow. This does not have any impact on the present value of the PBO as the PBO was originally discounted with spot rates. The adoption of this method concerns the manner in which it affects interest and service costs. This new method constitutes a change in an accounting estimate under the provisions of ASC topic 250, “Accounting Changes and Error Corrections,” that is inseparable from a change in accounting principle and was accounted for prospectively, with the resulting change impacting the recognition of net periodic pension cost beginning January 1, 2017. The impact of this accounting change on United’s net periodic pension cost for the third quarter and first ninesix months of 2017 was a decline of $2522021 and $748, respectively, in expense from the amount that would have been recorded under the previous method.

2020.

Included in accumulated other comprehensive income at December 31, 20162020 are unrecognized actuarial losses of $53,991$65,426 ($34,01450,182 net of tax) that have not yet been recognized in net periodic pension cost. The amortization
54

Net periodic pension cost for the three and ninesix months ended SeptemberJune 30, 20172021 and 20162020 included the following components:

   Three Months Ended
September 30
  Nine Months Ended
September 30
 
   2017  2016  2017  2016 

Service cost

  $574  $614  $1,705  $1,829 

Interest cost

   1,293   1,471   3,837   4,383 

Expected return on plan assets

   (2,072  (2,034  (6,148  (6,058

Recognized net actuarial loss

   1,111   1,161   3,298   3,458 
  

 

 

  

 

 

  

 

 

  

 

 

 

Net periodic pension (benefit) cost

  $906  $1,212  $2,692  $3,612 
  

 

 

  

 

 

  

 

 

  

 

 

 

Weighted-Average Assumptions:

     

Discount rate

   4.49  4.75  4.49  4.75

Expected return on assets

   7.00  7.25  7.00  7.25

Rate of compensation increase (prior to age 45)

   3.50  3.50  3.50  3.50

Rate of compensation increase

   3.00  3.00  3.00  3.00

15.

   
Three Months Ended

June 30
  
Six Months Ended

June 30
 
   
2021
  
2020
  
2021
  
2020
 
Service cost
  $758  $715  $1,508  $1,430 
Interest cost
   1,031   1,286   2,051   2,573 
Expected return on plan assets
   (2,957  (2,630  (5,881  (5,259
Recognized net actuarial loss
   1,589   1,442   3,161   2,884 
   
 
 
  
 
 
  
 
 
  
 
 
 
Net periodic pension cost
  $421  $813  $839  $1,628 
   
 
 
  
 
 
  
 
 
  
 
 
 
     
Weighted-average assumptions:
                 
Discount rate
   2.81  3.42  2.81  3.42
Expected return on assets
   6.25  6.75  6.25  6.75
Rate of compensation increase (prior to age 40)
   5.00  5.00  5.00  5.00
Rate of compensation increase (ages
40-54)
   4.00  4.00  4.00  4.00
Rate of compensation increase (otherwise)
   3.50  3.50  3.50  3.50
17. INCOME
TAXES

United records a liability for uncertain income tax positions based on a recognition threshold of
more-likely-than-not,
and a measurement attribute for all tax positions taken on a tax return, in order for those tax positions to be recognized in the financial statements.

As of SeptemberJune 30, 2017, United has provided a liability for $2,405 of unrecognized tax benefits related to various federal2021 and state income tax matters. The entire amount of unrecognized tax benefits, if recognized, would impact United’s effective tax rate. Over the next 12 months, the statute of limitations will close on certain income tax periods. However, at this time, United cannot reasonably estimate the amount of tax benefits it may recognize over the next 12 months.

United is currently open to audit under the statute of limitations by the Internal Revenue Service for the years ended December 31, 2014, 2015 and 2016 and certain State Taxing authorities for the years ended December 31, 2014 through 2016.

As of September 30, 2017 and 2016,2020, the total amount of accrued interest related to uncertain tax positions was $548$722 and $792,$718, respectively. United accounts for interest and penalties related to uncertain tax positions as part of its provision for federal and state income taxes.

16.

United is currently open to audit under the statute of limitations by the Internal Revenue Service for the years ended December 31, 2017, 2018 and 2019 and certain State Taxing authorities for the years ended December 31, 2017 through 2019.
United’s effective tax rate was 20.50% for both the second quarter and first six months of 2021 and 17.30% and 18.38% for the second quarter and first six months of 2020.
18. COMPREHENSIVE INCOME

The components of total comprehensive income for the three and ninesix months ended SeptemberJune 30, 20172021 and 20162020 are as follows:

   Three Months Ended
September 30
  Nine Months Ended
September 30
 
   2017  2016  2017  2016 

Net Income

  $56,738  $41,479  $132,606  $107,977 

Available for sale (“AFS”) securities:

     

AFS securities with OTTI charges during the period

   0   0   (60  (77

Related income tax effect

   0   0   22   28 

Less: OTTI charges recognized in net income

   0   0   60   33 

Related income tax benefit

   0   0   (22  (12

Reclassification of previous noncredit OTTI to credit OTTI

   0   0   0   415 

Related income tax benefit

   0   0   0   (150
  

 

 

  

 

 

  

 

 

  

 

 

 

Net unrealized (losses) gains on AFS securities with OTTI

   0   0   0   237 

AFS securities – all other:

     

Change in net unrealized gain on AFS securities arising during the period

   3,584   (7,599  14,846   12,356 

Related income tax effect

   (1,326  2,735   (5,493  (4,489

Net reclassification adjustment for (gains) losses included in net income

   (467  (1  (1,444  (251

Related income tax expense (benefit)

   173   0   534   91 
  

 

 

  

 

 

  

 

 

  

 

 

 
   1,964   (4,865  8,443   7,707 
  

 

 

  

 

 

  

 

 

  

 

 

 

Net effect of AFS securities on other comprehensive income

   1,964   (4,865  8,443   7,944 

Held to maturity (“HTM”) securities:

     

Accretion on the unrealized loss for securities transferred from AFS to the HTM investment portfolio prior to call or maturity

   2   2   6   6 

Related income tax expense

   (0  (0  (2  (2
  

 

 

  

 

 

  

 

 

  

 

 

 

Net effect of HTM securities on other comprehensive income

   2   2   4   4 

Pension plan:

     

Recognized net actuarial loss

   1,111   1,161   3,298   3,458 

Related income tax benefit

   (394  (384  (1,191  (1,223
  

 

 

  

 

 

  

 

 

  

 

 

 

Net effect of change in pension plan asset on other
comprehensive income

   717   777   2,107   2,235 
  

 

 

  

 

 

  

 

 

  

 

 

 

Total change in other comprehensive income

   2,683   (4,086  10,554   10,183 
  

 

 

  

 

 

  

 

 

  

 

 

 

Total Comprehensive Income

  $59,421  $37,393  $143,160  $118,160 
  

 

 

  

 

 

  

 

 

  

 

 

 

   
Three Months Ended
June 30
   
Six Months Ended
June 30
 
   
2021
   
2020
   
2021
   
2020
 
Net Income
  
$
 
94,836
 
 
$
 
52,686
 
 
$
 
201,734
 
 
$
 
92,869
 
Available for sale (“AFS”) securities:
                 
Change in net unrealized gain on AFS securities arising during the period
   18,040   37,756   (27,927  60,859 
Related income tax effect
   (4,203  (8,797  6,507   (14,180
Net reclassification adjustment for gains included in net income
   (0  (1,466  (1,444  (1,641
Related income tax expense 
   0   341   336   382 
   
 
 
  
 
 
  
 
 
  
 
 
 
Net effect of AFS securities on other comprehensive income
  
 
13,837
 
 
 
27,834
 
 
 
(22,528
 
 
45,420
 
   
 
 
  
 
 
  
 
 
  
 
 
 
Cash flow hedge derivatives:
                 
Unrealized gain on cash flow hedge before reclassification to interest expense
   (8,243  (1,659  11,074   (1,659
Related income tax effect
   1,921   387   (2,580  387 
Net reclassification adjustment for losses included in net income
   363   0   586   0 
Related income tax effect
   (85  0   (137  0 
   
 
 
  
 
 
  
 
 
  
 
 
 
Net effect of cash flow hedge derivatives on other comprehensive income
  
 
(6,044
 
 
(1,272
 
 
8,943
 
 
 
(1,272
   
 
 
  
 
 
  
 
 
  
 
 
 
55

Table of Contents
   
Three Months Ended
June 30
   
Six Months Ended

June 30
 
   
2021
   
2020
   
2021
   
2020
 
Pension plan:
        
Recognized net actuarial loss
   1,589   1,442   3,161   2,884 
Related income tax benefit
   (720  (329  (1,423  (659
   
 
 
  
 
 
  
 
 
  
 
 
 
Net effect of change in pension plan asset on other comprehensive income
  
 
869
 
 
 
1,113
 
 
 
1,738
 
 
 
2,225
 
   
 
 
  
 
 
  
 
 
  
 
 
 
Total change in other comprehensive income
  
 
8,662
 
 
 
27,675
 
 
 
(11,847
 
 
46,373
 
   
 
 
  
 
 
  
 
 
  
 
 
 
Total Comprehensive Income
  
$
 
103,498
 
 
$
 
80,361
 
 
$
 
189,887
 
 
$
 
139,242
 
   
 
 
  
 
 
  
 
 
  
 
 
 
The components of accumulated other comprehensive income for the ninesix months ended SeptemberJune 30, 20172021 are as follows:

Changes in Accumulated Other Comprehensive Income (AOCI) by Component(a)

For the Nine Months Ended September 30, 2017

   Unrealized
Gains/Losses
on AFS
Securities
  Accretion on
the unrealized
loss for
securities
transferred
from AFS to
the HTM
  Defined
Benefit
Pension

Items
  Total 

Balance at January 1, 2017

  ($10,297 ($51 ($34,369 ($44,717

Other comprehensive income before reclassification

   9,353   4   0   9,357 

Amounts reclassified from accumulated other comprehensive income

   (910  0   2,107   1,197 
  

 

 

  

 

 

  

 

 

  

 

 

 

Net current-period other comprehensive income, net of tax

   8,443   4   2,107   10,554 
  

 

 

  

 

 

  

 

 

  

 

 

 

Balance at September 30, 2017

  ($1,854 ($47 ($32,262 ($34,163
  

 

 

  

 

 

  

 

 

  

 

 

 

Reclassifications out of Accumulated Other Comprehensive Income (AOCI)

For the Nine Months Ended September 30, 2017

Details about AOCI Components

  Amount
Reclassified
from AOCI
  

Affected Line Item in the Statement Where

Net Income is Presented

Available for sale (“AFS”) securities:

   

Reclassification of previous noncredit OTTI
to credit OTTI

  $0  Total other-than-temporary impairment losses

Net reclassification adjustment for losses
(gains) included in net income

   (1,444 Net gains on sales/calls of investment securities
  

 

 

  
   (1,444 Total before tax

Related income tax effect

   534  Tax expense
  

 

 

  
   (910 Net of tax

Pension plan:

   

Recognized net actuarial loss

   3,298(a)  
  

 

 

  
   3,298  Total before tax

Related income tax effect

   (1,191 Tax expense
  

 

 

  
   2,107  Net of tax
  

 

 

  

Total reclassifications for the period

  $1,197  
  

 

 

  

Changes in Accumulated Other Comprehensive Income (AOCI) by Component
(a)
 
For the Six Months Ended June 30, 2021
 
   
Unrealized
Gains/Losses
on AFS
Securities
   
Unrealized
Gains/Losses
on Cash
 
Flow
Hedges
   
Defined
Benefit
Pension

Items
   
Total
 
Balance at January 1, 2021
  $65,205   $3,358   $(46,193  $22,370 
Other comprehensive income before reclassification
   (21,420   8,494    0    (12,926
Amounts reclassified from accumulated other comprehensive income
   (1,108   449    1,738    1,079 
   
 
 
   
 
 
   
 
 
   
 
 
 
Net current-period other comprehensive income, net of tax
   (22,528   8,943    1,738    (11,847
   
 
 
   
 
 
   
 
 
   
 
 
 
Balance at June 30, 2021
  $42,677   $12,301   $(44,455  $10,523 
   
 
 
   
 
 
   
 
 
   
 
 
 
(a)
All amounts are
net-of-tax.
Reclassifications out of Accumulated Other Comprehensive Income (AOCI)
For the Six Months Ended June 30, 2021
Details about AOCI Components
  
Amount
Reclassified
from AOCI
      
Affected Line Item in the Statement Where
Net Income is Presented
Available for sale (“AFS”) securities:
      
Net reclassification adjustment for gains included in net income
  $(1,444)   
Net investment securities gains
   
 
 
     
    (1,444   
Total before tax
Related income tax effect
   336    
Tax expense
   
 
 
     
    (1,108   
Net of tax
Cash flow hedge:
         
Net reclassification adjustment for losses included in net income
  $586    
Interest expense
   
 
 
     
    586    
Total before tax
Related income tax effect
   (137   
Tax expense
   
 
 
     
    449    
Net of tax
   
 
 
     
Pension plan:
         
Recognized net actuarial loss
   3,161   (a)  
   
 
 
     
    3,161    
Total before tax
Related income tax effect
   (1,423   
Tax expense
   
 
 
     
    1,738    
Net of tax
   
 
 
     
Total reclassifications for the period
  $1,079     
   
 
 
     
(a)
This AOCI component is included in the computation of net periodic pension costchanges in plan assets (see Note 14,16, Employee Benefit Plans)

17.

56

19. EARNINGS PER SHARE

The reconciliation of the numerator and denominator of basic earnings per share with that of diluted earnings per share is presented as follows:

   Three Months Ended   Nine Months Ended 
   September 30   September 30 
   2017   2016   2017   2016 

Distributed earnings allocated to common stock

  $34,587   $25,174   $95,871   $73,242 

Undistributed earnings allocated to common stock

   22,065    16,234    36,518    34,545 
  

 

 

   

 

 

   

 

 

   

 

 

 

Net earnings allocated to common shareholders

  $56,652   $41,408   $132,389   $107,787 
  

 

 

   

 

 

   

 

 

   

 

 

 

Average common shares outstanding

   104,760,153    76,218,573    95,040,664    72,413,246 

Equivalents from stock options

   307,969    429,200    409,962    333,117 
  

 

 

   

 

 

   

 

 

   

 

 

 

Average diluted shares outstanding

   105,068,122    76,647,773    95,450,626    72,746,363 
  

 

 

   

 

 

   

 

 

   

 

 

 

Earnings per basic common share

  $0.54   $0.54   $1.39   $1.49 

Earnings per diluted common share

  $0.54   $0.54   $1.39   $1.48 

18.

   
Three Months Ended
   
Six Months Ended
 
   
June 30
   
June 30
 
   
2021
   
2020
   
2021
   
2020
 
     
Distributed earnings allocated to common stock
  $45,085   $45,298   $90,153   $80,785 
     
Undistributed earnings allocated to common stock
   49,478    7,262    111,007    11,840 
   
 
 
   
 
 
   
 
 
   
 
 
 
Net earnings allocated to common shareholders
  $94,563   $52,560   $201,160   $92,625 
   
 
 
   
 
 
   
 
 
   
 
 
 
     
Average common shares outstanding
   128,750,851    119,823,652    128,693,616    110,559,363 
Equivalents from stock options
   283,137    64,171    252,664    65,613 
   
 
 
   
 
 
   
 
 
   
 
 
 
     
Average diluted shares outstanding
   129,033,988    119,887,823    128,946,280    110,624,976 
   
 
 
   
 
 
   
 
 
   
 
 
 
     
Earnings per basic common share
  $0.73   $0.44   $1.56   $0.84 
     
Earnings per diluted common share
  $0.73   $0.44   $1.56   $0.84 
Antidilutive stock options and restricted stock outstanding of 468,892 and 978,095 for the three months and six months ended June 30, 2021, respectively, were excluded from the earnings per diluted common share calculation as compared to 2,027,073 and 1,700,493 for the three months and six months ended June 30, 2020, respectively.
20. VARIABLE INTEREST ENTITIES

Variable interest entities (VIEs)(“VIEs”) are entities that either have a total equity investment that is insufficient to permit the entity to finance its activities without additional subordinated financial support or whose equity investors lack the characteristics of a controlling financial interest (i.e., ability to make significant decisions, through voting rights, right to receive the expected residual returns of the entity, and obligation to absorb the expected losses of the entity). VIEs can be structured as corporations, trusts, partnerships, or other legal entities. United’s business practices include relationships with certain VIEs. For United, the business purpose of these relationships primarily consists of funding activities in the form of issuing trust preferred securities.

United currently sponsors fifteen19 statutory business trusts that were created for the purpose of raising funds that originally qualified for Tier I regulatory capital. As previously discussed, with the acquisition of Cardinal, these trusts now are considered Tier II regulatory capital. These trusts, of which several were acquired through bank acquisitions, issued or participated in pools of trust preferred capital securities to third-party investors with the proceeds invested in junior subordinated debt securities of United. The Company, through a small capital contribution, owns 100% of the voting equity shares of each trust. The assets, liabilities, operations, and cash flows of each trust are solely related to the issuance, administration, and repayment of the preferred equity securities held by third-party investors. United fully and unconditionally guarantees the obligations of each trust and is obligated to redeem the junior subordinated debentures upon maturity.

United does not consolidate these trusts as it is not the primary beneficiary of these entities because United’s wholly owned and indirect wholly owned statutory trust subsidiaries do not have a controlling financial interest in the VIEs. A controlling financial interest is present when an enterprise has both the power to direct the activities of the VIE that most significantly impact the VIE’s economic performance and an obligation to absorb losses or the right to receive benefits that could potentially be significant to the VIE. The enterprise with a controlling financial interest, known as the primary beneficiary, consolidates the VIE.

5
7

Information related to United’s statutory trusts is presented in the table below:

Description

  

Issuance Date

  Amount of
Capital
Securities Issued
   

Interest Rate

  

Maturity Date

Century Trust

  March 23, 2000  $8,800   10.875% Fixed  March 8, 2030

United Statutory Trust III

  December 17, 2003  $20,000   3-month LIBOR + 2.85%  December 17, 2033

United Statutory Trust IV

  December 19, 2003  $25,000   3-month LIBOR + 2.85%  January 23, 2034

United Statutory Trust V

  July 12, 2007  $50,000   3-month LIBOR + 1.55%  October 1, 2037

United Statutory Trust VI

  September 20, 2007  $30,000   3-month LIBOR + 1.30%  December 15, 2037

Premier Statutory Trust II

  September 25, 2003  $6,000   3-month LIBOR + 3.10%  October 8, 2033

Premier Statutory Trust III

  May 16, 2005  $8,000   3-month LIBOR + 1.74%  June 15, 2035

Premier Statutory Trust IV

  June 20, 2006  $14,000   3-month LIBOR + 1.55%  September 23, 2036

Premier Statutory Trust V

  December 14, 2006  $10,000   3-month LIBOR + 1.61%  March 1, 2037

Centra Statutory Trust I

  September 20, 2004  $10,000   3-month LIBOR + 2.29%  September 20, 2034

Centra Statutory Trust II

  June 15, 2006  $10,000   3-month LIBOR + 1.65%  July 7, 2036

Virginia Commerce Trust II

  December 19, 2002  $15,000   6-month LIBOR + 3.30%  December 19, 2032

Virginia Commerce Trust III

  December 20, 2005  $25,000   3-month LIBOR + 1.42%  February 23, 2036

Cardinal Statutory Trust I

  July 27, 2004  $20,000   3-month LIBOR + 2.40%  September 15, 2034

UFBC Capital Trust I

  December 30, 2004  $5,000   3-month LIBOR + 2.10%  March 15, 2035

Description
  
Issuance Date
  
Amount of

Capital Securities Issued
  
Stated Interest Rate
  
Maturity Date
United Statutory Trust III
  December 17, 2003  $20,000  3-month LIBOR + 2.85%  December 17, 2033
United Statutory Trust IV
  December 19, 2003  $25,000  
3-month
LIBOR + 2.85%
  January 23, 2034
United Statutory Trust V
  July 12, 2007  $50,000  
3-month
LIBOR + 1.55%
  October 1, 2037
United Statutory Trust VI
  September 20, 2007  $30,000  
3-month
LIBOR + 1.30%
  December 15, 2037
Premier Statutory Trust II
  September 25, 2003  $6,000  3-month LIBOR + 3.10%  October 8, 2033
Premier Statutory Trust III
  May 16, 2005  $8,000  
3-month
LIBOR + 1.74%
  June 15, 2035
Premier Statutory Trust IV
  June 20, 2006  $14,000  
3-month
LIBOR + 1.55%
  September 23, 2036
Premier Statutory Trust V
  December 14, 2006  $10,000  
3-month
LIBOR + 1.61%
  March 1, 2037
Centra Statutory Trust I
  September 20, 2004  $10,000  
3-month
LIBOR + 2.29%
  September 20, 2034
Centra Statutory Trust II
  June 15, 2006  $10,000  
3-month
LIBOR + 1.65%
  July 7, 2036
Virginia Commerce Trust II
  December 19, 2002  $15,000  
6-month
LIBOR + 3.30%
  December 19, 2032
Virginia Commerce Trust III
  December 20, 2005  $25,000  
3-month
LIBOR + 1.42%
  February 23, 2036
Cardinal Statutory Trust I
  July 27, 2004  $20,000  
3-month
LIBOR + 2.40%
  September 15, 2034
UFBC Capital Trust I
  December 30, 2004  $5,000  
3-month
LIBOR + 2.10%
  March 15, 2035
Carolina Financial Capital Trust I
  December 19, 2002  $5,000  Prime + 0.50%  December 31, 2032
Carolina Financial Capital Trust II
  November 5, 2003  $10,000  
3-month
LIBOR + 3.05%
  January 7, 2034
Greer Capital Trust I
  October 12, 2004  $6,000  
3-month
LIBOR + 2.20%
  October 18, 2034
Greer Capital Trust II
  December 28, 2006  $5,000  
3-month
LIBOR + 1.73%
  January 30, 2037
First South Preferred Trust I
  September 26, 2003  $10,000  
3-month
LIBOR + 2.95%
  September 30, 2033
United, through its banking subsidiaries,subsidiary, also makes limited partner equity investments in various low income housing and community development partnerships sponsored by independent third-parties. United invests in these partnerships to either realize tax credits on its consolidated federal income tax return or for purposes of earning a return on its investment. These partnerships are considered VIEs as the limited partners lack a controlling financial interest in the entities through their inability to make decisions that have a significant effect on the operations and success of the partnerships. United’s limited partner interests in these entities is immaterial, however; these partnerships are not consolidated as United is not deemed to be
the
primary beneficiary.

The following table summarizes quantitative information about United’s significant involvement in unconsolidated VIEs:

   As of September 30, 2017   As of December 31, 2016 
   Aggregate
Assets
   Aggregate
Liabilities
   Risk Of
Loss(1)
   Aggregate
Assets
   Aggregate
Liabilities
   Risk Of
Loss(1)
 

Trust preferred securities

  $266,560   $257,605   $8,955   $240,668   $232,583   $8,085 

   
As of June 30, 2021
   
As of December 31, 2020
 
   
Aggregate

Assets
   
Aggregate

Liabilities
   
Risk Of

Loss (1)
   
Aggregate

Assets
   
Aggregate

Liabilities
   
Risk Of

Loss (1)
 
Trust preferred securities
  $295,246   $284,503   $10,743   $295,466   $284,788   $10,678 
(1)
Represents investment in VIEs.

19.

21. SEGMENT INFORMATION

As a result of the Cardinal acquisition,

United now operates in two2 business segments: community banking and mortgage banking. Prior to the Cardinal acquisition, United’s business activities were confined to just one reportable segment of community banking.

Through its community banking segment, United offers a full range of products and services through various delivery channels. In particular, the community banking segment includes both commercial and consumer lending and provides customers with such products as commercial loans, real estate loans, business financing and consumer loans. In addition, this segment provides customers with several choices of deposit products including demand deposit accounts, savings accounts and certificates of deposit as well as investment and financial advisory services to businesses and individuals, including financial planning, retirement/estate planning, and investment management. The mortgage banking segment engages primarily in the origination and acquisition of residential mortgages for sale into the secondary market though United’s mortgage banking subsidiaries, George Mason.

Mason and Crescent. Crescent may retain servicing rights on their mortgage loans sold. At certain times, Crescent may purchase rights to service loans from third parties. These rights are known as mortgage servicing rights

 and
provide the owner with the contractual right to receive a stream of cash flows in exchange for performing specified mortgage servicing functions.
58

The community banking segment provides the mortgage banking segment (George Mason)Mason and Crescent) with short-term funds to originate mortgage loans through a warehouse line of credit and charges the mortgage banking segment interest based on the prime
30-day
LIBOR rate. These transactions are eliminated in the consolidation process.

The Company does not have any operating segments other than those reported. The “Other” category consists of financial information not directly attributable to a specific segment, including interest income from investments and net securities gains or losses of parent companies and their
non-banking
subsidiaries, interest expense related to subordinated notes of unconsolidated subsidiaries as well as the elimination of
non-segment
related intercompany transactions such as management fees. The “Other” represents an overhead function rather than an operating segment.

Information about the reportable segments and reconciliation of this information to the consolidated financial statements at and for the three and ninesix months ended SeptemberJune 30, 20172021 and 20162020 is as follows:

   At and For the Three Months Ended September 30, 2017 
   Community
Banking
   Mortgage
Banking
   Other   Consolidated 

Net interest income

  $152,886   $(36  $(2,574  $150,276 

Provision for loans losses

   7,279    0    0    7,279 

Other income

   18,373    19,936    (80   38,229 

Other expense

   74,553    24,036    (1,937   96,652 

Income taxes

   29,490    (1,332   (322   27,836 
  

 

 

   

 

 

   

 

 

   

 

 

 

Net income (loss)

  $59,937   $(2,804  $(395  $56,738 
  

 

 

   

 

 

   

 

 

   

 

 

 

Total assets (liabilities)

  $18,780,395   $350,483   $(900  $19,129,978 

Average assets (liabilities)

   18,620,035    321,744    (13,994   18,927,785 

   At and For the Three Months Ended September 30,  2016 
   Community
Banking
   Other   Consolidated 

Net interest income

  $113,033   $(1,964  $111,069 

Provision for loans losses

   6,988    0    6,988 

Other income

   19,666    (645   19,021 

Other expense

   63,009    (232   62,777 

Income taxes

   19,729    (883   18,846 
  

 

 

   

 

 

   

 

 

 

Net income (loss)

  $42,973   $(1,494  $41,479 
  

 

 

   

 

 

   

 

 

 

Total assets (liabilities)

  $14,364,797   $(20,101  $14,344,696 

Average assets (liabilities)

   14,182,202    (22,633   14,159,569 

   At and For the Nine Months Ended September 30, 2017 
   Community
Banking
   Mortgage
Banking
   Other   Consolidated 

Net interest income

  $401,044   $54   $(6,957  $394,141 

Provision for loans losses

   21,429    0    0    21,429 

Other income

   53,409    42,329    3,143    98,881 

Other expense

   215,935    42,744    12,952    271,631 

Income taxes

   73,214    (39   (5,819   67,356 
  

 

 

   

 

 

   

 

 

   

 

 

 

Net income (loss)

  $143,875   $(322  $(10,947  $132,606 
  

 

 

   

 

 

   

 

 

   

 

 

 

Total assets (liabilities)

  $18,780,395   $350,483   $(900  $19,129,978 

Average assets (liabilities)

   17,020,928    187,118    (20,402   17,187,644 

   At and For the Nine Months Ended September 30,  2016 
   Community
Banking
   Other   Consolidated 

Net interest income

  $317,835   $(5,757  $312,078 

Provision for loans losses

   18,690    0    18,690 

Other income

   55,323    (1,943   53,380 

Other expense

   186,322    (634   185,688 

Income taxes

   55,580    (2,477   53,103 
  

 

 

   

 

 

   

 

 

 

Net income (loss)

  $112,566   $(4,589  $107,977 
  

 

 

   

 

 

   

 

 

 

Total assets (liabilities)

  $14,364,797   $(20,101  $14,344,696 

Average assets (liabilities)

   13,125,973    (21,575   13,104,398 

   
At and For the Three Months Ended June 30, 2021
 
   
Community
Banking
  
Mortgage
Banking
   
Other
  
Intersegment

Eliminations
  
Consolidated
 
Net interest income
  $183,400  $2,871   $(2,106 $2,352  $186,517 
Provision for
credit
losses
   (8,879  0    0   0   (8,879
Other income
   24,072   39,765    1,132   (2,123  62,846 
Other expense
   103,429   36,391    (1,098  229   138,951 
Income taxes
   23,149   1,280    26   0   24,455 
   
 
 
  
 
 
   
 
 
  
 
 
  
 
 
 
Net income (loss)
  $89,773  $4,965   $98  $0  $94,836 
   
 
 
  
 
 
   
 
 
  
 
 
  
 
 
 
      
Total assets (liabilities)
  $26,831,380  $720,912   $32,619  $(393,985 $27,190,926 
Average assets (liabilities)
   26,661,453   729,114    26,090   (410,699  27,005,958 
   
At and For the Three Months Ended June 30, 2020
 
   
Community
Banking
   
Mortgage
Banking
   
Other
  
Intersegment

Eliminations
  
Consolidated
 
Net interest income
  $167,703   $2,246   $(2,556 $3,209  $170,602 
Provision for
credit
losses
   45,911    0    0   0   45,911 
Other income
   20,301    71,013    47   (2,971  88,390 
Other expense
   106,477    35,261    7,398   238   149,374 
Income taxes
   5,841    6,946    (1,766  0   11,021 
   
 
 
   
 
 
   
 
 
  
 
 
  
 
 
 
Net income (loss)
  $29,775   $31,052   $(8,141 $0  $52,686 
   
 
 
   
 
 
   
 
 
  
 
 
  
 
 
 
      
Total assets (liabilities)
  $25,924,599   $730,637   $25,678  $(445,941 $26,234,973 
Average assets (liabilities)
   24,198,414    660,483    16,574   (472,871  24,402,600 
   
At and For the Six Months Ended June 30, 2021
 
   
Community
Banking
  
Mortgage
Banking
   
Other
  
Intersegment

Eliminations
  
Consolidated
 
Net interest income
  $370,597  $5,521   $(4,244 $5,603  $377,477 
Provision for
credit
losses
   (8,736  0    0   0   (8,736
Other income
   50,460   107,272    2,653   (4,966  155,419 
Other expense
   213,446   77,574    (3,779  637   287,878 
Income taxes
   44,351   7,220    449   0   52,020 
   
 
 
  
 
 
   
 
 
  
 
 
  
 
 
 
Net income (loss)
  $171,996  $27,999   $1,739  $0  $201,734 
   
 
 
  
 
 
   
 
 
  
 
 
  
 
 
 
      
Total assets (liabilities)
  $26,831,380  $720,912   $32,619  $(393,985 $27,190,926 
Average assets (liabilities)
   26,409,142   722,997    24,709   (406,747  26,750,101 
59

   
At and For the Six Months Ended June 30, 2020
 
   
Community
Banking
   
Mortgage
Banking
   
Other
  
Intersegment

Eliminations
  
Consolidated
 
Net interest income
  $308,123   $3,195   $(5,245 $6,047  $312,120 
Provision for
credit
losses
   73,030    0    0   0   73,030 
Other income
   39,868    92,203    56   (6,931  125,196 
Other expense
   186,941    56,018    8,432   (884  250,507 
Income taxes
   16,191    7,219    (2,500  0   20,910 
   
 
 
   
 
 
   
 
 
  
 
 
  
 
 
 
Net income (loss)
  $71,829   $32,161   $(11,121 $0  $92,869 
   
 
 
   
 
 
   
 
 
  
 
 
  
 
 
 
      
Total assets (liabilities)
  $25,924,599   $730,637   $25,678  $(445,941 $26,234,973 
Average assets (liabilities)
   21,825,005    513,431    21,756   (374,811  21,985,381 
Item 2.
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

FORWARD-LOOKING STATEMENTS

Congress passed the Private Securities Litigation Act of 1995 to encourage corporations to provide investors with information about the company’s anticipated future financial performance, goals, and strategies. The act provides a safe harborhaven for such disclosure,disclosure; in other words, protection from unwarranted litigation if actual results are not the same as management expectations.

United desires to provide its shareholders with sound information about past performance and future trends. Consequently, any forward-looking statements contained in this report, in a report incorporated by reference to this report, or made by management of United in this report, in any other reports and filings, in press releases and in oral statements, involve numerous assumptions, risks and uncertainties. ActualForward-looking statements can be identified by the use of the words “expect,” “may,” “could,” “intend,” “project,” “estimate,” “believe,” “anticipate,” and other words of similar meaning. Such forward-looking statements are based on assumptions and estimates, which although believed to be reasonable, may turn out to be incorrect, such as statements about the potential impacts of the
COVID-19
pandemic. Therefore, undue reliance should not be placed upon these estimates and statements. United cannot assure that any of these statements, estimates, or beliefs will be realized and actual results couldmay differ materially from those containedcontemplated in these “forward-looking statements.” United undertakes no obligation to publicly update any forward-looking statements, whether as a result of new information, future events, or impliedotherwise.
CORONAVIRUS
(“COVID-19”)
PANDEMIC
During 2020, the
COVID-19
pandemic had a severe disruptive impact on the U.S. and global economy with businesses closing in response to the pandemic. The economic disruption caused by the virus outbreak caused downturns and increased uncertainty and volatility in financial markets. Individual state governmental responses to the pandemic included orders closing
“non-essential”
businesses temporarily and directing individuals to restrict their movements, observe social distancing and “shelter-
in-place.”
These actions, together with responses to the pandemic by businesses and individuals, resulted in rapid decreases in commercial and consumer activity, temporary closures of many businesses that led to a loss of revenues and a rapid increase in unemployment, material decreases in oil and gas prices, disrupted global supply chains, changes in consumer behavior because of the potential exposure to the virus, related emergency response legislation and an expectation that Federal Reserve policy will maintain a low interest rate environment for the foreseeable future.
Several legislative measures were enacted to provide relief for those affected and provide stimulus to poor economic conditions. On March 29, 2020, then President Donald Trump signed into law the Coronavirus Aid, Relief, and Economic Security Act, or the CARES Act, which authorized approximately $2 trillion in relief to businesses and workers that were affected by events related to
COVID-19.
The CARES Act included the Paycheck Protection Program (“PPP”), a nearly $350 billion program designed to aid small- and
medium-sized
businesses through federally guaranteed loans distributed through banks. These loans were intended to guarantee eight weeks of payroll and other costs to help those businesses remain viable and allow their workers to pay their bills. In return for processing and booking these loans, the Small
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Business Administration (“SBA”), will pay the lender a processing fee tiered by the size of the loan (5% for loans of not more than $350 thousand; 3% for loans of more than $350 thousand and less than $2 million; and 1% for loans of at least $2 million). For the year of 2020, United processed almost 9,000 loans totaling over $1.29 billion under the PPP and recognized $16.26 million of net fee income during the year of 2020 related to the PPP loans.
The PPP loan program was extended and amended through additional legislation during 2020. The last of which occurred on December 27, 2020 when then President Trump signed into law the 2021 Consolidated Appropriations Act, an approximately $900 billion bill to provide additional
COVID-19
relief and among other measures, extended weekly unemployment benefits, provided another round of economic stimulus payments to individuals and families, lengthened temporary suspensions and modifications of several-bank related provisions and provided more aid to small businesses. Most notably, the 2021 Consolidated Appropriations Act reauthorized and appropriated up to $284.5 billion for the PPP for both first-time and second-time borrowers to receive loan disbursements for a period ending March 31, 2021, expanded the list of eligible PPP expenses and created a simplified loan forgiveness application for loans under $150 thousand.
On March 11, 2021, newly elected President Joe Biden signed into law the $1.9 trillion American Rescue Plan Act of 2021. The legislation included additional stimulus checks to eligible individuals and an extension of the
$300-per-week
supplement to federal unemployment benefits through September 6, 2021. The legislation also allocates funding to small businesses, state and local governments, and
COVID-19
vaccination and testing and tracing efforts. The legislation also modified the PPP to clarify that the SBA affiliation rules would not apply to certain applicants. Specifically, 501(c)(3) organizations that employ not more than 500 employees per physical location of the organization would become eligible for the program. The legislation also provided an additional $7.25 billion for the program. However, the legislation did not extend the March 31, 2021 application deadline.
On March 27, 2021, the
COVID-19
Bankruptcy Relief Extension Act of 2021 was enacted, extending the bankruptcy relief provisions enacted in the CARES Act of 2020 bill until March 27, 2022. These provisions provide financially distressed small businesses and individuals greater access to bankruptcy relief.
On March 30, 2021, President Biden signed into law the PPP Extension Act of 2021. This bill extended the PPP through June 30, 2021. For the final 30 days of the program (i.e., from June 1 until June 30), the SBA may only process applications submitted prior to June 1, and it may not accept any new loan applications.
On June 24, 2021, President Biden announced that the three federal agencies that back mortgages – the Department of Housing and Urban Development (HUD), Department of Veterans Affairs (VA), and Department of Agriculture (USDA) – will extend their respective foreclosure moratorium for one, final month, until July 31, 2021. The Federal Housing Finance Agency (FHFA) also announced that it has extended the foreclosure moratorium for mortgages backed by Fannie Mae and Freddie Mac until July 31, 2021. President Biden emphasized that this is the final extension.
Impact on our Operations.
In the states where United operates, many jurisdictions declared health emergencies due to the
COVID-19
pandemic. The resulting closures of
non-essential
businesses and related economic disruption impacted our operations as well as the operations of our customers. Financial services were identified as a Critical Infrastructure Sector by the Department of Homeland Security. Accordingly, our business remained open. To address the issues arising as a result of
COVID-19,
United implemented several policies in order to facilitate the continued delivery of essential services while maintaining a high level of safety for our customers as well as our employees.
As of June 30, 2021, United does not anticipate significant challenges to our ability to maintain our systems and controls in light of the measures we have taken regarding the
COVID-19
pandemic. The Company does not currently face any material resource constraint through the implementation of our business continuity plans.
United is currently unable to fully assess or predict the extent of the effects of
COVID-19
on its operations in the future as the ultimate impact will depend on factors that are currently unknown and/or beyond our control.
Impact on our Financial Position and Results of Operations.
Although economic conditions have improved in the first six months of 2021, our business continues to be impacted by the
COVID-19
pandemic. In addition, significant uncertainties
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related to the
COVID-19
pandemic still exist including, among other things, the ongoing impact to our customers, employees, vendors, counterparties and service providers; the impact to the financial services and banking industry; and the impact to the economy as a whole as well as the effect of actions taken, or that may yet be taken, or inaction by governmental authorities to contain the outbreak or to mitigate its impact. Certain industries continue to be impacted more severely than others, although all businesses have been impacted by the
COVID-19
pandemic to some degree during the first half of 2021 as they were in 2020. The economic pressures, existing and forecasted, as of end of each quarter during 2020, coupled with the implementation of an expected loss methodology for determining United’s statementsprovision for credit losses as required by CECL contributed to an increased provision for credit losses for the year of 2020. Also, in United’s mortgage banking segment, a market disruption caused by the
COVID-19
pandemic resulted in significant losses on mortgage banking derivatives in the first quarter of 2020.
The Company’s fee income has been reduced due to
COVID-19.
In keeping with guidance from regulators, the Company actively worked with
COVID-19
affected customers during 2020 to waive fees from a variety of factors including,sources, such as, but not limited to: changesto, insufficient funds and overdraft fees, ATM fees, account maintenance fees, etc. Should the pandemic and the global response escalate further as outbreaks occur, it is possible that the Company could reduce such fees in future periods; however, at this time, the Company is unable to project the materiality of such an impact on the results of operations in future periods.
The Company’s interest income has and could continue to be reduced due to
COVID-19.
In keeping with guidance from regulators, the Company continues to work with
COVID-19
affected borrowers to defer their payments, interest, and fees. While interest and fees continue to accrue to income, through normal GAAP accounting, should eventual credit losses on these deferred payments emerge, the related loans would be placed on nonaccrual status and interest income and fees accrued would be reversed. In such a scenario, interest income in future periods could be negatively impacted. At this time, the Company is unable to project the materiality of such an impact on future deferrals to
COVID-19
affected borrowers, but recognizes the breadth of the economic conditions; business conditionsimpact may affect its borrowers’ ability to repay in future periods.
Capital and liquidity.
As of June 30, 2021, all of our capital ratios, and our subsidiary bank’s capital ratios, were in excess of all regulatory requirements. While we believe that we have sufficient capital to withstand a second economic recession brought about by
COVID-19,
our reported and regulatory capital ratios could be adversely impacted by further credit loss expense. We rely on cash on hand as well as dividends from our subsidiary bank to service our debt. If our capital deteriorates such that our subsidiary bank is unable to pay dividends to us for an extended period of time, we may not be able to service our debt.
We maintain access to multiple sources of liquidity. Wholesale funding markets have remained open to us. Rates for short-term funding were volatile throughout 2020, but have been more stable thus far in 2021. If funding costs become elevated for an extended period of time, it could have an adverse effect on our net interest margin. If an extended recession caused large numbers of our deposit customers to withdraw their funds, we might become more reliant on volatile or more expensive sources of funding.
For a discussion of the United’s liquidity and capital resources in light of the
COVID-19
pandemic please refer to the sections with the captions of “Liquidity and Capital Resources” included in this Management’s Discussion and Analysis of Financial Condition and Results of Operations (“MD&A”).
Lending operations and accommodations to borrowers.
In keeping with regulatory guidance to work with borrowers during this unprecedented situation and as outlined in the CARES Act, the Company is executing a payment deferral program for its customers that are adversely affected by the pandemic. Depending on the demonstrated need of the client and within the guidance of the CARES Act, the Company is deferring either the full loan payment or the principal component of the loan payment for stated period of time. As of June 30, 2021, United has 238 eligible loan modifications in deferral under section 4013, “Temporary Relief from Troubled Debt Restructurings,” of the CARES Act on $66,364 of loans outstanding, down from 1,002 eligible loan modifications in deferral on $399,857 of loans outstanding at December 31, 2020. In accordance with the CARES Act, these deferrals are not considered troubled debt restructurings. It is possible that these deferrals could be extended further under the CARES Act; however, the volume of these future potential extensions is unknown. It is also possible that in spite of our best efforts to assist our borrowers and achieve full collection of our investment, these deferred loans could result in future charge-offs with additional credit loss expense charged to earnings; however, the amount of any future charge-offs on deferred loans is unknown.
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With the passage and extensions of the PPP, administered by the SBA, the Company has actively participated in assisting its customers with applications for resources through the program. PPP loans generally have a
two-year
or five-year term and earn interest at 1%. The Company believes that the majority of these loans will ultimately be forgiven by the SBA in accordance with the terms of the program. As of June 30, 2021, the Company had 7,513 of PPP loans with a balance of approximately $789.53 million. The Company recognized approximately $9.02 million and $20.33 million in net fees on PPP loans during the second quarter and first six months ended June 30, 2021 as compared to $4.48 million for both the second quarter and first six months ended June 30, 2020. Remaining fees due from the SBA will be amortized and recognized over the life of the associated loans. It is the Company’s understanding that loans funded through the PPP program are fully guaranteed by the U.S. government. Should those circumstances change, the Company could be required to establish an allowance for credit loss through additional credit loss expense charged to earnings.
Retail operations.
The Company has been committed to assisting our customers and communities during the
COVID-19
pandemic. For much of 2020 and the first part of 2021, most branch locations were converted to drive-thru only in order to ensure the health and safety of our customers and team members. We continued to serve our customers that needed emergency branch access for account issues, safe deposit access and similar items by appointment. The Company was able to open and close accounts effectively, through its drive through facility, and our customer service center was successful in managing the volume of incoming calls. We introduced temporary changes to help with the financial hardship caused by
COVID-19
for both our customers and
non-customers,
including waiving select deposit account fees including overdraft fees, ATM fees and excessive withdrawal fees for savings and money market accounts.
From
mid-May
to
mid-June
in 2021, we used a
phased-in
approach to reopen our lobbies throughout our footprint. We have returned to full-service at all retail locations throughout our footprint. The customer service centers continue to operate at full capacity with more normalized call volumes. We have continued to offer fee waivers for select deposit accounts to help with the financial hardship caused by the pandemic.
The Company continues to place the utmost importance on the health and safety of our employees and customers. We also continue to follow the applicable Centers for Disease Control and Prevention (“CDC”) guidance and comply with any local or state mandates. The Company continues to closely monitor the pandemic and
COVID-19
variants and will adjust its retail operations accordingly, as necessary.
ACQUISITIONS
On June 2, 2021, United entered into an Agreement and Plan of Reorganization (the “Community Bankers Trust Agreement”) with Community Bankers Trust Corporation (“Community Bankers Trust”), a Virginia corporation headquartered in Richmond, Virginia. Community Bankers Trust is the holding company for Essex Bank, a Virginia state chartered bank with 24 full-service offices, 18 of which are in Virginia and six of which are in Maryland. Essex Bank also operates two loan production offices. In accordance with the Community Bankers Trust Agreement, Community Bankers Trust shall merge with and into United (the “Community Bankers Trust Merger”). Community Bankers Trust will cease to exist and United shall survive and continue to exist as a West Virginia corporation. United may at any time prior to the effective time of the Community Bankers Trust Merger change the method of effecting the combination with Community Bankers Trust subject to certain conditions contained in the Community Bankers Trust Agreement. At the effective time of the Community Bankers Trust Merger, Essex Bank will merge with and into United Bank, a wholly-owned subsidiary of United (the “Essex Bank Merger”). United Bank will survive the Essex Bank Merger and continue to exist as a Virginia banking industry; movementscorporation. Community Bankers Trust had approximately $1.75 billion in interest rates; competitive pressures on product pricing and services; success and timingassets as of business strategies; the nature and extent of governmental actions and reforms; and rapidly changing technology and evolving banking industry standards.

ACQUISITIONS

June 30, 2021.

On April 21, 2017,May 1, 2020, United acquired 100% of the outstanding common stock of CardinalCarolina Financial Corporation (“Cardinal”Carolina Financial”), headquartered in Tysons Corner, Virginia.Charleston, South Carolina. Immediately following the merger, CresCom Bank, a wholly-owned subsidiary of Carolina Financial, merged with and into United Bank (the “CresCom Bank Merger”). United Bank survived the CresCom Bank Merger and continues to exist as a Virginia banking corporation. The acquisition of Cardinal expands United’sCarolina
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Financial afforded United the opportunity to expand its existing footprint in North Carolina and South Carolina. The merger resulted in a combined company with more than 200 locations in some of the Washington, D.C. Metropolitan Statistical Areabest banking markets in the United States. CresCom Bank owned and operated Crescent Mortgage Company (“MSA”). Cardinal also operated George Mason Mortgage, LLC (“George Mason”Crescent”), a residential mortgage lending companywhich is based in Fairfax, VirginiaAtlanta. Crescent is approved to originate loans in 48 states partnering with offices located in Virginia, Maryland, North Carolina, South Carolinacommunity banks, credit unions and the District of Columbia.mortgage brokers. As a result of the merger, George MasonCrescent became an indirectly-owned subsidiary of United. The CardinalCarolina Financial merger was accounted for under the acquisition method of accounting. At consummation, CardinalCarolina Financial had assets of $4.14$5.00 billion, portfolio loans and leases, net of $3.31unearned income of $3.29 billion and deposits of $3.34$3.87 billion.

In addition, after the close of business on June 3, 2016, United acquired 100% of the outstanding common stock of Bank of Georgetown, a privately held community bank headquartered in Washington, D.C.

The acquisition of Bank of Georgetown enhances United’s existing footprint in the Washington, D.C. MSA. The merger was accounted for under the acquisition method of accounting. At consummation, Bank of Georgetown had assets of approximately $1.28 billion, loans of $999.77 million, and deposits of $971.37 million.

Both the results of operations of Cardinal and Bank of GeorgetownCarolina Financial are included in the consolidated results of operations from their respective datesits date of acquisition. As a result of the CardinalCarolina Financial acquisition, the thirdsecond quarter and first ninesix months of 20172021 were impacted by increased levels of average balances, income, and expense as compared to the thirdsecond quarter and first ninesix months of 2016 which were impacted by increased levels of average balances, income, and expense due to the Bank of Georgetown acquisition.2020. In addition, the thirdsecond quarter and first ninesix months of 20172020 included $532 thousand$46.45 million and $24.99$48.01 million, respectively, of merger-related expenses from the Cardinal acquisitionCarolina Financial acquisition.

TRANSITION FROM THE LONDON INTERBANK OFFERED RATE (“LIBOR”)
In 2017, the United Kingdom’s Financial Conduct Authority, which regulates LIBOR, publicly announced that it intends to stop persuading or compelling banks to submit the rates used to calculate LIBOR after 2021. ICE Benchmark Administration (the publisher of LIBOR) plans to discontinue publication of the
one-week
and
two-month
U.S. Dollar LIBOR settings on December 31, 2021, and to discontinue publication of overnight,
one-month,
three-month,
six-month,
and twelve-month U.S. Dollar LIBOR settings on June 30, 2023. It is assumed that LIBOR will either cease to be provided by any administrator or will no longer be representative of an acceptable market benchmark after these respective dates. Additionally, The Federal Reserve Board, the Office of the Comptroller of the Currency, and the third quarterFederal Deposit Insurance Corporation have issued joint supervisory guidance encouraging banks to cease entering into any new contracts using LIBOR by December 31, 2021.
Working groups comprised of various regulators and first nine months of 2016 included $924 thousandother industry groups have been formed in the United States and $5.61 million, respectively, of merger-related expensesother countries in order to provide guidance on this topic. In particular, the Alternative Reference Rates Committee (“ARRC”) has been formed in the United States by the Federal Reserve Board and the Federal Reserve Bank of Georgetown acquisition.

New York. The ARRC has identified the Secured Overnight Financing Rate (“SOFR”) as its preferred alternative reference rate for U.S. Dollar LIBOR. The ARRC has also published recommended fall-back language for LIBOR-linked financial instruments, among numerous other areas of guidance. At this time, however, it is unclear to what extent these recommendations will be broadly accepted by industry participants, whether they will continue to evolve, and what other alternatives may be adopted by the broader markets that utilize LIBOR as a reference rate. United has formed a project team comprised of individuals across various lines of business throughout the company to identify risks, monitor market developments, evaluate replacement benchmark alternatives, and manage the company’s transition away from LIBOR.

United has loans, derivative contracts, borrowings, and other financial instruments that are directly or indirectly dependent on LIBOR. The transition from LIBOR will cause changes to payment calculations for existing contracts that use LIBOR as the reference rate. These changes will create various risks surrounding the financial, operational, compliance and legal aspects associated with changing certain elements of existing contracts. United will also be subject to risks surrounding changes to models and systems that currently use LIBOR reference rates, as well as market and strategic risks that could arise from the use of alternative reference rates. Additionally, United could face reputational risks if this transition is not managed appropriately with its customers. While the full impact of the transition is not yet known, failure to adequately manage the transition could have a material adverse effect on our business, financial condition and results of operations.
INTRODUCTION

The following discussion and analysis presents the significant changes in financial condition and the results of operations of United and its subsidiaries for the periods indicated below. This discussion and the unaudited consolidated financial statements and the notes to unaudited Consolidated Financial Statements include the accounts

of United Bankshares, Inc. and its wholly-owned subsidiaries, unless otherwise indicated. Management has evaluated all significant events and transactions that occurred after SeptemberJune 30, 2017,2021, but prior to the date these financial statements were issued, for potential recognition or disclosure required in these financial statements.

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This discussion and analysis should be read in conjunction with the unaudited Consolidated Financial Statements and accompanying notes thereto, which are included elsewhere in this document.

USE OF
NON-GAAP
FINANCIAL MEASURES

This discussion and analysis contains a certain financial measuremeasures that isare not recognized under GAAP. Under SEC Regulation G, public companies making disclosures containing financial measures that are not in accordance with GAAP must also disclose, along with each
“non-GAAP”
financial measure, certain additional information, including a reconciliation of the
non-GAAP
financial measure to the closest comparable GAAP financial measure, as well as a statement of the company’s reasons for utilizing the
non-GAAP
financial measure.

Generally, United has presented thisa
non-GAAP
financial measure because it believes that this measure provides meaningful additional information to assist in the evaluation of United’s results of operations or financial position. Presentation of thisa
non-GAAP
financial measure is consistent with how United’s management evaluates its performance internally and this
non-GAAP
financial measure is frequently used by securities analysts, investors and other interested parties in the evaluation of companies in the banking industry. Specifically, this discussion contains certain references to a financial measuremeasures identified as
tax-equivalent
(“FTE”) net interest income.income and return on average tangible equity. Management believes thisthese
non-GAAP
financial measure, if significant,measures to be helpful in understanding United’s results of operations or financial position.
Net interest income is presented in this discussion on a
tax-equivalent
basis. The
tax-equivalent
basis adjusts for the
tax-favored
status of income from certain loans and investments. Although this is a
non-GAAP
measure, United’s management believes this measure is more widely used within the financial services industry and provides better comparability of net interest income arising from taxable and
tax-exempt
sources. United uses this measure to monitor net interest income performance and to manage its balance sheet composition.
Average tangible equity is calculated as GAAP total shareholders’ equity minus total intangible assets. Tangible equity can thus be considered the most conservative valuation of the company. When considering net income, a return on average tangible equity can be calculated. Management provides a return on average equity to facilitate the understanding of as well as to assess the quality and composition of United’s capital structure. By removing the effect of intangible assets that result from merger and acquisition activity, the “permanent” items of shareholders’ equity are presented. This measure, along with others, is used by management to analyze capital adequacy and performance.
However, this
non-GAAP
information should be considered supplemental in nature and not as a substitute for related financial information prepared in accordance with GAAP.

Where the

non-GAAP
financial measure is used, the comparable GAAP financial measure, as well as reconciliation to that comparable GAAP financial measure, as well as a statement of the company’s reasons for utilizing the
non-GAAP
financial measure, can be found within this discussion and analysis. Investors should recognize that United’s presentation of this
non-GAAP
financial measure might not be comparable to a similarly titled measure at other companies.

APPLICATION OF CRITICAL ACCOUNTING POLICIES

The accounting and reporting policies of United conform with U.S. generally accepted accounting principles. In preparing the consolidated financial statements, management is required to make estimates, assumptions and judgments that affect the amounts reported in the financial statements and accompanying notes. These estimates, assumptions and judgments, which are reviewed with the Audit Committee of the Board of Directors, are based on information available as of the date of the financial statements. Actual results could differ from these estimates. TheseUnited’s critical accounting policies along withinvolving the disclosures presentedsignificant judgments and assumptions used in the financial statement notes and in this financial review, provide information on how significant assets and liabilities are valued in the financial statements and how those values are determined. Based on the valuation techniques used and the sensitivity of financial statement amounts to the methods, assumptions, and estimates underlying those amounts, management has identified the determinationpreparation of the allowance for credit losses, the valuation of investment securities and the related other-than-temporary impairment analysis, the accounting for acquired loans and the calculation of the income tax provision to be the accounting areas that require the most subjective or complex judgments, and as such could be most subject to revision as new information becomes available.

Allowance for Credit Losses

As explained in Note 6, Allowance for Credit Losses to the unaudited Consolidated Financial Statements as of June 30, 2021 were unchanged from the

allowance policies disclosed in United’s Annual Report on Form

10-K
for loan losses represents management’s estimate of the probable credit losses inherent inyear ended December 31, 2020 within the lending portfolio.

Determining the allowance for loan losses requires management to make estimates of losses that are highly uncertain and require a high degree of judgment. At September 30, 2017, the allowance for loan losses was $74.9 million and is subject to periodic adjustment based on management’s assessment of current probable losses in the loan portfolio. Such adjustment from period to period can have a significant impact on United’s consolidated financial statements. To illustrate the potential effect on the financial statements of our estimates of the allowance for loan losses, a 10% increase in the allowance for loan losses would have required $7.5 million in additional allowance (funded by additional provision for credit losses), which would have negatively impacted the third quarter of 2017 net income by approximately $4.9 million,after-tax or $0.05 diluted per common share. Management’s evaluation of the adequacy of the allowance for loan losses and the appropriate provision for loan losses is based upon a quarterly evaluation of the loan portfolio. This evaluation is inherently subjective and requires significant estimates, including estimates related to the amounts and timing of future cash flows, value of collateral, losses on pools of homogeneous loans based on historical loss experience, and consideration of current economic trends, all of which are susceptible to constant and significant change. The allowance allocated to specific credits and loan pools grouped by similar risk characteristics is reviewed on a quarterly basis and adjusted as necessary based upon subsequent changes in circumstances. In determining the components of the allowance for loan losses, management considers the risk arising in part from, but not limited to,charge-off and delinquency trends, current economic and business conditions, lending policies and procedures, the size and risk characteristics of the loan portfolio, concentrations of credit, and other various factors. The methodology used to determine the allowance for loan losses is described in Note 6. A discussion of the factors leading to changes in the amount of the allowance for credit losses is included in the Provision for Credit Losses section of this Management’s“Management’s Discussion and Analysis of Financial Condition and Results of Operations (MD&A). Additional information relating to United’s loans is included in Note 4, Loans to the unaudited Consolidated Financial Statements.

Investment Securities

Accounting estimates are used in the presentationOperations.”

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Table of the investment portfolio and these estimates impact the presentation of United’s financial condition and results of operations. United classifies its investments in debt as either held to maturity or available for sale and its equity securities as available for sale. Securities held to maturity are accounted for using historical costs, adjusted for amortization of premiums and accretion of discounts. Securities available for sale are accounted for at fair value, with the net unrealized gains and losses, net of income tax effects, presented as a separate component of shareholders’ equity. When available, fair values of securities are based on quoted prices or prices obtained from third party vendors. Third party vendors compile prices from various sources and may determine the fair value of identical or similar securities by using pricing models that consider observable market data. Prices obtained from third party vendors that do not reflect forced liquidation or distressed sales are not adjusted by management. Where prices reflect forced liquidation or distressed sales, as is the case with United’s portfolio of trust preferred securities (Trup Cdos), management estimates fair value based on a discounted cash flow methodology using appropriately adjusted discount rates reflecting nonperformance and liquidity risks. Due to the subjective nature of this valuation process, it is possible that the actual fair values of these securities could differ from the estimated amounts, thereby affecting United’s financial position, results of operations and cash flows. The potential impact to United’s financial position, results of operations or cash flows for changes in the valuation process cannot be reasonably estimated.

If the estimated value of investments is less than the cost or amortized cost, the investment is considered impaired and management evaluates whether an event or change in circumstances has occurred that may have a significant adverse effect on the fair value of the investment. If such an event or change has occurred, management must exercise judgment to determine the nature of the potential impairment (i.e., temporary or other-than-temporary) in order to apply the appropriate accounting treatment. If United intends to sell, or is more likely than not they will be required to sell an impaired debt security before recovery of its amortized cost basis less any current period credit loss, other-than-temporary impairment is recognized in earnings. The amount recognized in earnings is equal to the entire difference

between the security’s amortized cost basis and its fair value at the balance sheet date. If United does not intend to sell, and is not more likely than not they will be required to sell the impaired debt security prior to recovery of its amortized cost basis less any current-period credit loss, the other-than-temporary impairment is separated into the following: 1) the amount representing the credit loss, which is recognized in earnings, and 2) the amount related to all other factors, which is recognized in other comprehensive income. For additional information on management’s consideration of investment valuation and other-than-temporary impairment, see Note 3, Investment Securities, and Note 12, Fair Value Measurements, to the unaudited consolidated financial statements.

Accounting for Acquired Loans

Loans acquired are initially recorded at their acquisition date fair values. The fair value of the acquired loans is based on the present value of the expected cash flows, including principal, interest and prepayments. Periodic principal and interest cash flows are adjusted for expected losses and prepayments, then discounted to determine the present value and summed to arrive at the estimated fair value. Fair value estimates involve assumptions and judgments as to credit risk, interest rate risk, prepayment risk, liquidity risk, default rates, loss severity, payment speeds, collateral values and discount rate.

Acquired loans are divided into loans with evidence of credit quality deterioration, which are accounted for under ASC topic310-30 (acquired impaired) and loans that do not meet this criteria, which are accounted for under ASC topic310-20 (acquired performing). Acquired impaired loans have experienced a deterioration of credit quality from origination to acquisition for which it is probable that United will be unable to collect all contractually required payments receivable, including both principal and interest. In the assessment of credit quality, numerous assumptions, interpretations and judgments must be made, based on internal and third-party credit quality information and ultimately the determination as to the probability that all contractual cash flows will not be able to be collected. This is a point in time assessment and inherently subjective due to the nature of the available information and judgment involved.

Subsequent to the acquisition date, United continues to estimate the amount and timing of cash flows expected to be collected on acquired impaired loans. Increases in expected cash flows will generally result in a recovery of any previously recorded allowance for loan losses, to the extent applicable, and/or a reclassification from the nonaccretable difference to accretable yield, which will be recognized prospectively. The present value of any decreases in expected cash flows after the acquisition date will generally result in an impairment charge recorded as a provision for loan losses, resulting in an increase to the allowance for loan losses.

For acquired performing loans, the difference between the acquisition date fair value and the contractual amounts due at the acquisition date represents the fair value adjustment. Fair value adjustments may be discounts (or premiums) to a loan’s cost basis and are accreted (or amortized) to interest income over the loan’s remaining life using the level yield method. Subsequent to the acquisition date, the methods utilized to estimate the required allowance for loan losses for these loans is similar to originated loans.

See Note 2, Merger and Acquisitions, and Note 4, Loans, to the unaudited Consolidated Financial Statements for information regarding United’s acquired loans disclosures.

Income Taxes

United’s calculation of income tax provision is inherently complex due to the various different tax laws and jurisdictions in which we operate and requires management’s use of estimates and judgments in its determination. The current income tax liability also includes income tax expense related to our uncertain tax positions as required in ASC topic 740, “Income Taxes.” Changes to the estimated accrued taxes can occur due to changes in tax rates, implementation of new business strategies, resolution of issues with taxing authorities and recently enacted statutory,

judicial and regulatory guidance. These changes can be material to the Company’s operating results for any particular reporting period. The analysis of the income tax provision requires the assessments of the relative risks and merits of the appropriate tax treatment of transactions, filing positions, filing methods and taxable income calculations after considering statutes, regulations, judicial precedent and other information. United strives to keep abreast of changes in the tax laws and the issuance of regulations which may impact tax reporting and provisions for income tax expense. United is also subject to audit by federal and state authorities. Because the application of tax laws is subject to varying interpretations, results of these audits may produce indicated liabilities which differ from United’s estimates and provisions. United continually evaluates its exposure to possible tax assessments arising from audits and records its estimate of probable exposure based on current facts and circumstances. The potential impact to United’s operating results for any of the changes cannot be reasonably estimated. See Note 15, Income Taxes, to the unaudited Consolidated Financial Statements for information regarding United’s ASC topic 740 disclosures.

Use of Fair Value Measurements

United determines the fair value of its financial instruments based on the fair value hierarchy established in ASC topic 820, whereby the fair value of certain assets and liabilities is an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. ASC topic 820 establishes a three-level hierarchy for disclosure of assets and liabilities recorded at fair value. The classification of assets and liabilities within the hierarchy is based on whether the inputs in the methodology for determining fair value are observable or unobservable. Observable inputs reflect market-based information obtained from independent sources (Level 1 or Level 2), while unobservable inputs reflect management’s estimate of market data (Level 3). For assets and liabilities that are actively traded and have quoted prices or observable market data, a minimal amount of subjectivity concerning fair value is needed. Prices and values obtained from third party vendors that do not reflect forced liquidation or distressed sales are not adjusted by management. When quoted prices or observable market data are not available, management’s judgment is necessary to estimate fair value.

At September 30, 2017, approximately 10.98% of total assets, or $2.10 billion, consisted of financial instruments recorded at fair value. Of this total, approximately 81.87% or $1.72 billion of these financial instruments used valuation methodologies involving observable market data, collectively Level 1 and Level 2 measurements, to determine fair value. Approximately $381.00 million or 18.13% of these financial instruments were valued using unobservable market information or Level 3 measurements. Most of these financial instruments valued using unobservable market information were pooled trust preferred investment securities classified asavailable-for-sale. At September 30, 2017, only $1.03 million or less than 1% of total liabilities were recorded at fair value. This entire amount was valued using methodologies involving observable market data. United does not believe that any changes in the unobservable inputs used to value the financial instruments mentioned above would have a material impact on United’s results of operations, liquidity, or capital resources. See Note 12, Fair Value Measurements, to the unaudited Consolidated Financial Statements for additional information regarding ASC topic 820 and its impact on United’s financial statements.

Any material effect on the financial statements related to these critical accounting areas are further discussed in this MD&A.

Contents

FINANCIAL CONDITION

United’s total assets as of SeptemberJune 30, 20172021 were $19.13$27.19 billion, which was an increase of $4.62$1.01 billion or 31.85%3.84% from December 31, 2016, primarily the result2020. This increase was mainly due to an increase of the acquisition of Cardinal on April 21, 2017. Portfolio loans increased $2.80$1.47 billion or 27.07%,66.47% in cash and cash equivalents, increased $312.51and an increase of $325.32 million or 21.78%,10.21% in investment securities increased $433.09securities. These increases in assets were partially offset by a $703.41 million or 30.85%, goodwill increased $623.844.00% decrease in portfolio loans and a $142.11 million or 72.22%, other assets increased $107.28 million or 25.86%, bank premises and equipment increased $28.40 million or 37.42% and interest receivable increased $12.21 million or 30.98% due primarily to the Cardinal merger.19.77% decrease in loans held for sale. Total liabilities increased $3.59 billion or

29.28% fromyear-end 2016. This increase in total liabilities was due mainly to an increase of $3.08 billion or 28.51% and $474.71$910.59 million or 34.36%4.16% from

year-end
2020. Deposits increased $982.23 million or 4.77% which was partially offset by a $64.90 million or 6.45% decrease in depositsborrowings and borrowings, respectively, mainly due to the Cardinal acquisition.a $5.72 million or 2.83% decrease in accrued expenses and other liabilities. Shareholders’ equity increased $1.03 billion$96.09 million or 45.98% fromyear-end 2016 due primarily to the acquisition of Cardinal.

2.24%.

The following discussion explains in more detail the changes in financial condition by major category.

Cash and Cash Equivalents

Cash and cash equivalents at SeptemberJune 30, 20172021 increased $312.51 million$1.47 billion or 21.78%66.47% from
year-end 2016. Of this total increase,
2020. In particular, interest-bearing deposits with other banks increased $275.22 million$1.46 billion or 21.87%76.35% as United placed more cash in an interest-bearing account with the Federal Reserve whileReserve. Cash and cash and due from banksequivalents increased $37.22$9.28 million or 21.21% and fed3.12% while federal funds sold increased $62$102 thousand or 8.55%12.39%. During the first ninesix months of 2017,2021, net cash of $125.15$351.96 million and $384.45$293.76 million waswere provided by operating activities and investing activities, respectively, while $197.09net cash of $822.61 million was used inprovided by financing activities. See the unaudited Consolidated Statements of Cash Flows for data on cash and cash equivalents provided and used in operating, investing and financing activities for the first ninesix months of 20172021 and 2016.

2020.

Securities

Total investment securities at SeptemberJune 30, 20172021 increased $433.09$325.32 million or 30.85% fromyear-end 2016. Cardinal added $395.83million in investment securities, including purchase accounting amounts, upon consummation of the acquisition.10.21%. Securities available for sale increased $390.42$323.72 million or 31.01%10.96%. This change in securities available for sale reflects $378.05 million acquired from Cardinal, $630.12$399.55 million in sales, maturities and calls of securities, $630.06$759.34 million in purchases, and an increasedecrease of $13.40$29.37 million in market value. The majority of the purchase activity was related to mortgage-backed securities, corporate securities, asset-backed securities and state and political subdivisions securities. Securities held to maturity decreased $12.92 milliondeclined $223 thousand or 38.86%18.40% from
year-end 2016
2020 due to callsmaturities and maturitiescalls of securities. Equity securities were $11.51 million at June 30, 2021, an increase of $789 thousand or 7.36% due mainly to net purchases. Other investment securities increased $55.59were flat, increasing $1.04 million or 50.01%less than 1% from
year-end 2016. Cardinal added $14.27 million
2020 due mainly to an increase in other investment securities. Otherwise,tax credits. Partially offsetting this increase in investment tax credits was a decrease in Federal ReserveHome Loan Bank (FRB) stock increased $33.28 million and FHLB stock increased $7.30 million.

(“FHLB”) stock.

The following table summarizes the changes in the available for sale securities since
year-end 2016:

   September 30   December 31        
(Dollars in thousands)  2017   2016   $ Change  % Change 

U.S. Treasury securities and obligations of U.S.
Government corporations and agencies

  $115,866   $95,786   $20,080   20.96

State and political subdivisions

   305,141    192,812    112,329   58.26

Mortgage-backed securities

   1,141,338    896,480    244,858   27.31

Asset-backed securities

   13,429    217    13,212   6,088.48

Marketable equity securities

   10,480    13,828    (3,348  (24.21%) 

Trust preferred collateralized debt obligations

   31,659    33,552    (1,893  (5.64%) 

Single issue trust preferred securities

   12,467    11,477    990   8.63

Corporate securities

   19,254    15,062    4,192   27.83
  

 

 

   

 

 

   

 

 

  

 

 

 

Total available for sale securities, at fair value

  $1,649,634   $1,259,214   $390,420   31.01
  

 

 

   

 

 

   

 

 

  

 

 

 

2020:
(Dollars in thousands)
  
June 30

2021
   
December 31

2020
   
$ Change
   
% Change
 
U.S. Treasury securities and obligations of U.S. Government corporations and agencies
  $15,147   $66,344   $ (51,197   (77.17%) 
State and political subdivisions
   614,046    565,160    48,886    8.65
Mortgage-backed securities
   1,677,162    1,625,812    51,350    3.16
Asset-backed securities
   489,433    294,623    194,810    66.12
Single issue trust preferred securities
   17,417    17,027    390    2.29
Corporate securities
   463,869    384,393    79,476    20.68
  
 
 
   
 
 
   
 
 
   
 
 
 
Total available for sale securities, at fair value
  $ 3,277,074   $ 2,953,359   $ 323,715    10.96
  
 
 
   
 
 
   
 
 
   
 
 
 
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Table of Contents
The following table summarizes the changes in the held to maturity securities since
year-end 2016:

(Dollars in thousands)  September 30
2017
   December 31
2016
   $ Change  % Change 

U.S. Treasury securities and obligations of U.S.
Government corporations and agencies

  $5,215   $5,295   $(80  (1.51%) 

State and political subdivisions

   5,674    8,598    (2,924  (34.01%) 

Mortgage-backed securities

   26    30    (4  (13.33%) 

Single issue trust preferred securities

   9,400    19,315    (9,915  (51.33%) 

Other corporate securities

   20    20    0   0.00
  

 

 

   

 

 

   

 

 

  

 

 

 

Total held to maturity securities, at amortized cost

  $20,335   $33,258   $(12,923  (38.86%) 
  

 

 

   

 

 

   

 

 

  

 

 

 

2020:
(Dollars in thousands)
  
June 30

2021
       
December 31

2020
       
$ Change
   
% Change
 
State and political subdivisions
  $ 970    (1  $ 1,192    (2  $ (222   (18.62%) 
Other corporate securities
   19      20      (1   (5.00%) 
  
 
 
     
 
 
     
 
 
   
 
 
 
Total held to maturity securities, at amortized cost
  $989     $1,212     $ (223   (18.40%) 
  
 
 
     
 
 
     
 
 
   
 
 
 
Note
: (1) net of allowance for credit losses of $31 thousand.
(2) net of allowance for credit losses of $23 thousand.
At SeptemberJune 30, 2017,2021, gross unrealized losses on available for sale securities were $16.47$12.71 million. Securities in anwith the most significant gross unrealized loss positionlosses at SeptemberJune 30, 20172021 consisted primarily of Trup Cdos, single issue trust preferred securities and agency residential mortgage-backed securities. The Trup Cdos and the single issue trust preferred securities relate mainly to securities of financial institutions. The agency residential mortgage-backed securities relate to residential properties and provide a guaranty of full and timely payments of principal and interest by the issuing agency.

agency commercial mortgage-backed securities.

As of SeptemberJune 30, 2017,2021, United’s available for sale mortgage-backed securities had an amortized cost of $1.14$1.65 billion, with an estimated fair value of $1.14$1.68 billion. The portfolio consisted primarily of $715.03$973.33 million in agency residential mortgage-backed securities with a fair value of $714.73$985.00 million, $5.26$39.79 million in
non-agency
residential mortgage-backed securities with an estimated fair value of $5.85$39.60 million, and $420.12$634.65 million in commercial agency mortgage-backed securities with an estimated fair value of $420.79$652.56 million.

As of SeptemberJune 30, 2017,2021, United’s available for sale corporate securities had an amortized cost of $103.38$965.98 million, with an estimated fair value of $95.87$970.72 million. The portfolio consisted primarily of $38.19 million in Trup Cdos with a fair value of $31.66 million and $22.80$18.25 million in single issue trust preferred securities with an estimated fair value of $21.03$17.42 million. In addition to the single issue trust preferred securities, the Company held positions in various other corporate securities, including asset-backed securities with an amortized cost of $13.42$489.90 million and a fair value of $13.43$489.43 million and marketable equityother corporate securities, with an amortized cost of $9.95$457.83 million and a fair value of $10.48 million, only one of which was individually significant.

The Trup Cdos consisted of pools of trust preferred securities issued by trusts related primarily to financial institutions and to a lesser extent, insurance companies. The Company has no exposure to Real Estate Investment Trusts (REITs) in its investment portfolio. The Company owns both senior and mezzanine tranches in the Trup Cdos; however, the Company does not own any income notes. The senior and mezzanine tranches of Trup Cdos generally have some protection from defaults in the form of over-collateralization and excess spread revenues, along with waterfall structures that redirect cash flows in the event certain coverage test requirements have failed. Generally, senior tranches have the greatest protection, with mezzanine tranches subordinated to the senior tranches, and income notes subordinated to the mezzanine tranches. The fair value of senior tranches represents $5.29 million of the Company’s pooled securities, while mezzanine tranches represent $26.37$463.87 million. Of the $26.37 million in mezzanine tranches, $5.52 million are now in the Senior position as the Senior notes have been paid to a zero balance. As of September 30, 2017, Trup Cdos with a fair value of $3.17 million were investment grade, and the remaining $28.49 million were below investment grade. In terms of capital adequacy, the Company allocates additional risk-based capital to the below investment grade securities. As of September 30, 2017,

United’s available for sale single issue trust preferred securities had a fair value of $21.00 million.$17.42 million as of June 30, 2021. Of the $21.03$17.42 million, $4.12$11.49 million or 19.60%65.97% were investment grade; $9.42$1.00 million or 44.85%5.73% were split rated; $3.10and $4.93 million or 14.77% were below investment grade; and $4.36 million or 20.78%28.30% were unrated. The two largest exposures accounted for 53.50%70.32% of the $21.03$17.42 million. These included SunTrustTruist Bank at $6.87$7.32 million and Emigrant Bank at $4.36$4.93 million. All single-issuesingle issue trust preferred securities are currently receiving full scheduled principal and interest payments.

The following two tables provide a summary of Trup Cdos as of September 30, 2017:

Description (1)

  Tranche   Class   Moodys   S&P   Fitch   Amortized
Cost Basis
   Fair
Value
   Unrealized
Loss
(Gain)
  Cumulative
Credit-
Related
OTTI
 
                       Dollars in thousands 

SECURITY 1

   Senior    Sr    Ca    NR    WD    $1,798    $2,115   $(317 $1,219 

SECURITY 2

   Senior (org Mezz)    B    Ca    NR    WD    6,429    5,519    910   7,398 

SECURITY 5

   Mezzanine    C-2    Caa1    NR    C    1,978    1,300    678   184 

SECURITY 6

   Mezzanine    C-1    Ca    NR    C    1,916    1,636    280   1,316 

SECURITY 7

   Mezzanine    B-1    Caa1    NR    C    4,493    3,601    892   41 

SECURITY 8

   Mezzanine    B-1    Ca    NR    C    3,676    3,122    554   1,651 

SECURITY 14

   Mezzanine    B-1    Ba2    NR    CCC    3,300    2,625    675   422 

SECURITY 15

   Mezzanine    B    Caa3    NR    C    6,436    5,000    1,436   3,531 

SECURITY 17

   Mezzanine    B-1    Caa1    NR    C    2,250    1,920    330   750 

SECURITY 18

   Senior    A-3    Aaa    NR    AA    3,410    3,171    239   0 

SECURITY 22

   Mezzanine    B-1    B1    NR    CCC    2,500    1,650    850   0 
            

 

 

   

 

 

   

 

 

  

 

 

 
            $38,186   $31,659   $6,527  $16,512 
            

 

 

   

 

 

   

 

 

  

 

 

 

(1)Securities that are no longer owned by the Company have been removed from the tables.

Desc.

  # of Issuers
Currently
Performing

(1)
  Deferrals
as % of
Original
Collateral
  Defaults
as a % of
Original
Collateral
  Expected
Deferrals
and Defaults
as a % of
Remaining
Performing
Collateral (2)
  Projected
Recovery/
Cure Rates
on
Deferring
Collateral
 Excess
Subordination
as % of
Performing
Collateral
  Amortized
Cost as a
% of Par
Value
 Discount
as a % of
Par Value

(3)
 

1

   5  6.3%   13.3  7.9 25 - 90%  (73.5)%  57.0%  43.0

2

   7  0.0%   11.1  5.0 N/A  (104.7)%  45.4%  54.6

5

   39  0.0%   9.8  5.7 N/A  0.2 91.3%  8.7

6

   39  0.0%   15.9  5.6 N/A  (21.9)%  58.5%  41.5

7

   18  0.0%   12.0  5.4 N/A  (7.8)%  84.8%  15.2

8

   22  0.0%   22.4  5.2 N/A  (28.5)%  68.3%  31.7

14

   37  3.1%   7.1  6.0 0 - 90%  10.5 88.0%  12.0

15

   18  0.8%   13.2  6.7 90%  (33.1)%  64.4%  35.6

17

   26  0.0%   7.4  6.1 N/A  (1.6)%  75.0%  25.0

18

   28  1.0%   15.2  5.4 15%  76.2 100.0%  0.0

22

   28  1.5%   4.8  5.5 50%  6.6 100.0%  0.0

(1)“Performing” refers to all outstanding issuers less issuers that have either defaulted or are currently deferring their interest payment.
(2)“Expected Deferrals and Defaults” refers to projected future defaults on performing collateral and does not include the projected defaults on deferring collateral.
(3)The “Discount” in the table above represents the Par Value less the Amortized Cost. This metric generally approximates the level of OTTI that has been incurred on these securities.

The Company defines “Excess Subordination” as all outstanding collateral less the sum of (i) 100% of the defaulted collateral, (ii) the sum of the projected net loss amounts for each piece of the deferring but not defaulted collateral and (iii) the amount of each Trup Cdo’s debt that is either senior to or pari passu with our security’s priority level.

The calculation of excess subordination in the above table does not consider the OTTI the Company has recognized on these securities. While the ratio of excess subordination provides some insight on overall collateralization levels, the Company completes an expected cash flow analysis each quarter to determine whether an adverse change in future cash flows has occurred under ASC 320. The standard specifies that a cash flow projection can be present-valued at the security specific effective interest rate and the resulting present value compared to the amortized cost in order to quantify the credit component of impairment. The Company utilizes the cash flow models to determine the net realizable value and assess whether additional OTTI has occurred.

While the ratio of excess subordination provides some insight on overall collateralization levels, the Company does not utilize this ratio to calculate OTTI. The ratio of excess subordination represents only one component of the projected cash flow. The Company believes the excess subordination is limited as it does not consider the following:

Waterfall structure and redirection of cash flows

Excess interest spread

Cash reserves

The collateral backing of a particular tranche can be increased by decreasing the more senior liabilities of the Trup Cdo tranche. This occurs when collateral deterioration due to defaults and deferrals triggers alternative waterfall provisions of the cash flow. The waterfall structure of the bond requires the excess spread to be rerouted away from the most junior classes of debt (which includes the income notes) in order to pay down the principal of the most senior liabilities. As these senior liabilities are paid down, the senior and mezzanine tranches become better secured (due to the rerouting away from the income notes). Therefore, variances will exist between the calculated excess subordination measure and the amount of OTTI recognized due to the impact of the specific structural features of each bond as it relates to the cash flow models.

The following is a summary of available for sale single-issue trust preferred securities as of September 30, 2017:

Security

  Moodys   S&P   Fitch   Amortized Cost   Fair Value   Unrealized
Loss/
(Gain)
 
               (Dollars in thousands) 

Emigrant Bank

   NR    NR    WD   $5,707   $4,366   $1,341 

Bank of America

   Ba1    NR    BBB-    4,680    4,819    (139

M&T Bank

   NR    BBB-    BBB-    3,017    3,282    (265
        

 

 

   

 

 

   

 

 

 
        $13,404   $12,467   $937 
        

 

 

   

 

 

   

 

 

 

Additionally, the Company owns two single-issue trust preferred securities that are classified asheld-to-maturity and include at least one rating below investment grade. These securities include SunTrust Bank ($7.42 million) and Royal Bank of Scotland ($976 thousand).

During the third quarterfirst six months of 2017,2021, United did not recognize any other-than-temporary impairment charges.credit losses on its available for sale investment securities. Management does not believe that any individual security with an unrealized loss as of SeptemberJune 30, 20172021 is other-than-temporarily impaired. United believes the decline in value resulted from changes in market interest rates, credit spreads and liquidity, not an adverse change in the expected contractual cash flows.a deterioration of credit. Based on a review of each of the securities in the available for sale investment portfolio, management concluded that it was more likely than not probable that it would be unableable to realize the cost basis investment and appropriate interest payments on such securities. United has the intent and the ability to hold these securities until such time as the value recovers or the securities mature. As of June 30, 2021, there was no allowance for credit losses related to the Company’s available for sale securities. However, United acknowledges that any impaired securities in an unrealized loss position may be sold in future periods in response to significant, unanticipated changes in asset/liability management decisions, unanticipated future market movements or business plan changes.

Further information regarding the amortized cost and estimated fair value of investment securities, including remaining maturities as well as a more detailed discussion of management’s other-than-temporary impairment analysis, is presented in Note 3 to the unaudited Notes to Consolidated Financial Statements.

Loans held for sale

Loans held for sale increased $306.59decreased $142.11 million or 3,630.38% due mainly to the acquisition of Cardinal and its mortgage banking subsidiary, George Mason.19.77% from
year-end
2020. Loan originations exceeded loan sales in the secondary market exceeded originations during the first ninesix months of 2017.2021. Loan originations for the first ninesix months of 20172021 were $1.72$3.58 billion while loans sales were $1.67$3.72 billion. Loans held for sale were $315.03$576.83 million at SeptemberJune 30, 20172021 as compared to $8.45$718.94 million at
year-end 2016.

2020.
67

Table of Contents
Portfolio Loans

Loans, net of unearned income, increased $2.80 billiondecreased $703.41 million or 27.07% from4.00%. Since
year-end 2016 mainly as a result of the Cardinal acquisition which added $3.17 billion, including purchase accounting amounts, in portfolio loans. Sinceyear-end 2016,
2020, commercial, financial and agricultural loans increased $1.72 billiondecreased $466.13 million or 28.25%4.36% as commercial real estate loans increased $1.58 billiona result of a $396.65 million or 35.21% and9.78% decrease in commercial loans (not secured by real estate) increased $144.30and a $69.49 million or 8.94%. In addition, residential1.05% decrease in commercial real estate loans. Residential real estate loans and otherdecreased $312.83 million or 8.02% while consumer loans increased $647.43decreased $24.67 million or 26.94% and $88.90 million or 14.60%, respectively, while construction and land development loans increased $343.89 million or 27.39%. These increases were2.05% due primarily to the Cardinal acquisition. Otherwise, portfolioa decrease in indirect automobile financing. Partially offsetting these decreases in loans, net of unearned income, declined $369.23was a $102.70 million fromyear-end 2016.

or 5.62% increase in construction and land development loans.

The following table summarizes the changes in the major loan classes since
year-end 2016:

   September 30   December 31         
(Dollars in thousands)  2017   2016   $ Change   % Change 

Loans held for sale

  $315,031   $8,445   $306,586    3,630.38
  

 

 

   

 

 

   

 

 

   

 

 

 

Commercial, financial, and agricultural:

        

Owner-occupied commercial real estate

  $1,364,757   $1,049,885   $314,872    29.99

Nonowner-occupied commercial real estate

   4,686,183    3,425,453    1,260,730    36.80

Other commercial loans

   1,757,741    1,613,437    144,304    8.94
  

 

 

   

 

 

   

 

 

   

 

 

 

Total commercial, financial, and agricultural

  $7,808,681   $6,088,775   $1,719,906    28.25

Residential real estate

   3,050,868    2,403,437    647,431    26.94

Construction & land development

   1,599,632    1,255,738    343,894    27.39

Consumer:

        

Bankcard

   13,775    14,187    (412   (2.90%) 

Other consumer

   683,898    594,582    89,316    15.02
  

 

 

   

 

 

   

 

 

   

 

 

 

Total gross loans

  $13,156,854   $10,356,719   $2,800,135    27.04

Less: Unearned income

   (16,386   (15,582   (804   5.16
  

 

 

   

 

 

   

 

 

   

 

 

 

Total Loans, net of unearned income

  $13,140,468   $10,341,137   $2,799,331    27.07
  

 

 

   

 

 

   

 

 

   

 

 

 

The following table summarizes the outstanding balances of portfolio loans originated and acquired, by type, as of September 30, 2017 and December 31, 2016:

   September 30, 2017 
(In thousands)  Commercial,
financial and
agricultural
   Residential real
estate
   Construction &
land development
   Consumer   Total 
          

Originated

  $4,459,221   $1,973,839   $1,056,959   $690,711   $8,180,730 

Acquired

   3,349,460    1,077,029    542,673    6,962    4,976,124 
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total gross loans

  $7,808,681   $3,050,868   $1,599,632   $697,673   $13,156,854 
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 
   December 31, 2016 
(In thousands)  Commercial,
financial and
agricultural
   Residential real
estate
   Construction &
land development
   Consumer   Total 
          

Originated

  $4,457,470   $1,914,273   $1,095,972   $603,781   $8,071,496 

Acquired

   1,631,305    489,164    159,766    4,988    2,285,223 
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total gross loans

  $6,088,775   $2,403,437   $1,255,738   $608,769   $10,356,719 
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

2020:
(Dollars in thousands)
  
June 30

2021
   
December 31

2020
   
$ Change
   
% Change
 
Loans held for sale
  $576,827   $718,937   $ (142,110   (19.77%) 
  
 
 
   
 
 
   
 
 
   
 
 
 
Commercial, financial, and agricultural:
        
Owner-occupied commercial real estate
  $1,589,701   $1,622,687   $(32,986   (2.03%) 
Nonowner-occupied commercial real estate
   4,981,226    5,017,727    (36,501   (0.73%) 
Other commercial loans
   3,657,772    4,054,418    (396,646   (9.78%) 
  
 
 
   
 
 
   
 
 
   
 
 
 
Total commercial, financial, and agricultural
  $ 10,228,699   $ 10,694,832   $ (466,133   (4.36%) 
Residential real estate
   3,587,057    3,899,885    (312,828   (8.02%) 
Construction & land development
   1,929,052    1,826,349    102,703    5.62
Consumer:
        
Bankcard
   7,940    8,937    (997   (11.16%) 
Other consumer
   1,168,904    1,192,580    (23,676   (1.99%) 
  
 
 
   
 
 
   
 
 
   
 
 
 
Total gross loans
  $16,921,652   $17,622,583   $ (700,931   (3.98%) 
Less: Unearned income
   (33,651   (31,170   (2,481   7.96
  
 
 
   
 
 
   
 
 
   
 
 
 
Total Loans, net of unearned income
  $16,888,001   $17,591,413   $ (703,412   (4.00%) 
  
 
 
   
 
 
   
 
 
   
 
 
 
For a further discussion of loans see Note 4 to the unaudited Notes to Consolidated Financial Statements.

Other Assets

Other assets increased $107.28$38.80 million or 25.86%6.64% from
year-end 2016. The Cardinal acquisition added $135.38
2020 due to a $53.69 million increase in cash surrender life insurance policies as a result of purchases of new policies, totaling $50.00 million, during the second quarter of 2021. In addition, deferred tax assets increased $3.50 million due to timing differences. Partially offsetting these increases were decreases of $8.90 million in derivative assets, $4.12 million in other assets plus an additional $28.72real estate owned properties (“OREO”) due to sales and write downs and $2.93 million in core deposit intangibles and $1.23 million for the George Mason trade name intangible. The cash surrender value of bank-owned life insurance policies increased $37.66 million, of which $33.50 million was acquired from Cardinal while the remaining increase was due to an increase in the cash surrender value. Deferred tax assets increased $30.77 million due mainly to the deferred taxes recorded on the purchase accounting adjustments in the Cardinal acquisition. The remainder of the increase in other assets is the result of an increase of $5.28 million in derivative assets from George Mason, an increase of $4.26amortization and $1.45 million in income taxes receivabletax receivables due to a timing difference in payments and an increase of $4.94 million in accounts receivable. Partially offsetting these increases was a decrease of $4.68 million in OREO due to sales and declines in the fair values of properties.

differences.

Deposits

Deposits represent United’s primary source of funding. Total deposits at SeptemberJune 30, 20172021 increased $3.08 billion$982.23 million or 28.51% fromyear-end 2016 as a result of the Cardinal acquisition. Cardinal added $3.35 billion in deposits, including purchase accounting amounts.4.77%. In terms of composition, noninterest-bearing deposits increased $962.18$878.19 million or 30.34%11.86% while interest-bearing deposits increased $2.12 billion or 27.75%were relatively flat from December 31, 2016. Organically,2020, increasing $104.04 million or less than 1%.
Noninterest-bearing deposits declined $269.74consist of demand deposit and noninterest bearing money market (“MMDA”) account balances. The $878.19 million fromyear-end 2016.

The increase in noninterest-bearing deposits was due mainly to increases in commercial noninterest-bearing deposits of $793.09$457.31 million or 32.65% and11.25%, personal noninterest-bearing deposits of $92.09$122.06 million or 16.03% as a result of the Cardinal acquisition. Public funds11.10% and public noninterest-bearing deposits increased $37.42of $3.02 million or 37.07%2.31%.

All major categories In addition, sweep activity to noninterest bearing MMDAs increased $280.39 million or 14.18%.

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Interest-bearing deposits consist of interest-bearing depositschecking (“NOW”), regular savings, interest-bearing MMDA, and time deposit account balances. Interest-bearing MMDAs increased from$414.25 million or 5.06% since
year-end 2016 as the result
2020. In particular, commercial MMDAs increased $204.60 million, public MMDAs increased $101.37 million, and personal MMDAs increased $130.45 million. Partially offsetting these increases in interest-bearing MMDAs is a decrease of the Cardinal acquisition. Interest-bearing checking$22.17 million in brokered MMDAs. NOW accounts increased $418.90$12.38 million or 23.56%1.55% since
year-end
2020. Excluding sweep activity from NOW accounts to interest-bearing MMDAs to reduce United’s reserve requirement at its Federal Reserve Bank, NOW accounts increased $325.62 million or 10.51% mainly due to a $110.68$91.62 million increase in personal NOW accounts, a $136.72 million increase in commercial interest-bearing checkingNOW accounts, and a $252.31$97.29 million increase in public funds NOW accounts.
Regular savings increased $140.40 million or 10.94% from
year-end
2020 mainly due to a $122.35 million increase in personal interest-bearing checkingsavings accounts and a $17.29 million increase in commercial savings accounts. Regular savings increased $342.61 million or 47.50% due to the Cardinal acquisition. Interest-bearing MMDAs increased $617.08 million or 19.58% as commercial MMDAs increased $526.03 million or 28.59% and personal MMDAs increased $81.74 million or 7.03%.
Time deposits under $100,000 increased $128.41decreased $83.02 million or 18.53% due mainly to an increase8.47% from
year-end
2020. This decrease in time deposits under $100,000 was the result of a $73.10 million decrease in fixed Certificates of Deposits (“CDs”) under $100,000 and a $12.55 million decrease in listed CDs under $100,000.
Since
year-end
2020, time deposits over $100,000 decreased $379.98 million or 19.71% as fixed rate CDs decreased $184.44 million, brokered certificates of deposits (CDs) of $89.24decreased $103.43 million, due to the Cardinal acquisition. Time depositsand public funds CDs over $100,000 increased $609.25 million or 47.57% due to increases in brokered deposits of $163.45 million, fixed rate CDs of $255.88 million,decreased $81.22 million. In addition, Certificate of Deposit Account Registry Service (CDARS) balances of $88.09 million and public funds(“CDARS”) CDs of $95.64 million, all as a result of the Cardinal acquisition.

decreased $11.16 million.

The following table below summarizes the changes in theby deposit categoriescategory since
year-end 2016:

(Dollars in thousands)  September 30
2017
   December 31
2016
   $ Change   % Change 

Demand deposits

  $4,134,019   $3,171,841   $962,178    30.33

Interest-bearing checking

   2,197,058    1,778,156    418,902    23.56

Regular savings

   1,063,830    721,224    342,606    47.50

Money market accounts

   3,768,979    3,151,896    617,083    19.58

Time deposits under $100,000

   821,417    693,005    128,412    18.53

Time deposits over $100,000(1)

   1,889,994    1,280,745    609,249    47.57
  

 

 

   

 

 

   

 

 

   

 

 

 

Total deposits

  $13,875,297   $10,796,867   $3,078,430    28.51
  

 

 

   

 

 

   

 

 

   

 

 

 

2020:
(Dollars in thousands)
  
June 30

2021
   
December 31

2020
   
$ Change
   
% Change
 
Demand deposits
  $6,026,206   $5,428,398   $597,808    11.01
Interest-bearing checking
   812,018    799,635    12,383    1.55
Regular savings
   1,424,220    1,283,823    140,397    10.94
Money market accounts
   10,859,968    10,165,334    694,634    6.83
Time deposits under $100,000
   896,973    979,988    (83,015   (8.47%) 
Time deposits over $100,000
(1)
   1,548,006    1,927,982    (379,976   (19.71%) 
  
 
 
   
 
 
   
 
 
   
 
 
 
Total deposits
  $ 21,567,391   $ 20,585,160   $982,231    4.77
  
 
 
   
 
 
   
 
 
   
 
 
 
(1)
Includes time deposits of $250,000 or more of $935,197$623,652 and $536,507$889,334 at SeptemberJune 30, 20172021 and December 31, 2016,2020, respectively.

Borrowings

Total borrowings at SeptemberJune 30, 2017 increased $474.712021 decreased $64.90 million or 34.36% during6.45% since
year-end
2020. During the first ninesix months of 2017. Cardinal added $316.33 million, including purchase accounting amounts, upon consummation of the acquisition. Sinceyear-end 2016,2021, short-term borrowings increased $282.49decreased $14.56 million or 134.80%10.23% due to increases of $200.00 million and $78.92 milliona decline in short-term FHLB advances and short-term securities sold under agreements to repurchase, respectively. In addition, federal funds purchased increased $3.57 million. Cardinal added $96.21 million in short-term borrowings, all of which was repaid prior toquarter-end.repurchase. Long-term borrowings increased $192.22decreased $50.35 million or 16.40% since5.82% from
year-end 2016 as
2020 due to a $51.17 million decrease in long-term FHLB advances increased $174.41 million and issuances of trust preferred capital securities increased $17.81 million. Cardinal added $220.12 million in long-term borrowings, $20 million of which was repaid prior toquarter-end.

as payments exceeded new borrowings.

The table below summarizes the change in the borrowing categories since
year-end 2016:

(Dollars in thousands)  September 30
2017
   December 31
2016
   $ Change   % Change 

Federal funds purchased

  $25,800   $22,235   $3,565    16.03

Short-term securities sold under agreements to repurchase

   266,236    187,316    78,920    42.13

Long-term securities sold under agreements to repurchase

   50,000    50,000    0    0.00

Short-term FHLB advances

   200,000    0    200,000    100.00

Long-term FHLB advances

   1,072,115    897,707    174,408    19.43

Issuances of trust preferred capital securities

   242,131    224,319    17,812    7.94
  

 

 

   

 

 

   

 

 

   

 

 

 

Total borrowings

  $1,856,282   $1,381,577   $474,705    34.36
  

 

 

   

 

 

   

 

 

   

 

 

 

2020:
(Dollars in thousands)
  
June 30

2021
   
December 31

2020
   
$ Change
   
% Change
 
Short-term securities sold under agreements to repurchase
  $ 127,745   $142,300   $ (14,555   (10.23%) 
Long-term FHLB advances
   533,365    584,532    (51,167   (8.75%) 
Subordinated debt
   9,865    9,865    0    0.00
Issuances of trust preferred capital securities
   270,792    269,972    820    0.30
  
 
 
   
 
 
   
 
 
   
 
 
 
Total borrowings
  $941,767   $ 1,006,669   $ (64,902   (6.45%) 
  
 
 
   
 
 
   
 
 
   
 
 
 
For a further discussion of borrowings see Notes 810 and 911 to the unaudited Notes to Consolidated Financial Statements.

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Accrued Expenses and Other Liabilities

Accrued expenses and other liabilities at SeptemberJune 30, 2017 increased $40.102021 decreased $5.72 million or 42.81%2.83% from
year-end 2016. Cardinal added $50.93 million including an unfavorable lease liability of $2.28 million.
2020. In particular, deferred compensation increased $14.33income tax payable decreased $3.88 million dividendsand business franchise taxes decreased $4.33 million both due to timing differences. In addition, interest payable increased $9.33decreased $2.01 million, accrued mortgage escrowemployee expenses decreased $6.20 million as a result of $6.13 million decrease in incentives payable and derivative liabilities increased $6.05 million, other accrued expenses increased $8.12 million and income taxes payable increased $6.75decreased $6.66 million. Partially offsetting these increasesdecreases was an increase of $18.57 million in accounts payable associated with George Mason due to timing differences and an increase of $6.95 million in accrued expenses and other liabilities was a decrease of $10.72 million in the pension liability due to a $10 million payment in the third quarter of 2017 and a decline of $1.58 million in derivative liabilities due to a change in fair value.

loan expenses.

Shareholders’ Equity

Shareholders’ equity at SeptemberJune 30, 20172021 was $4.39 billion, which was an increase of $96.09 million or 2.24% from
year-end
2020.
Retained earnings increased $1.03 billion$111.21 million or 45.98%9.23% from December 31, 2016 mainly as a result of the Cardinal acquisition. The Cardinal transaction added approximately $975.25 million in shareholders’ equity as 23,690,589 shares were issued from United’s authorized but unissued shares for the merger at a cost of approximately $972.50 million.
year-end
2020. Earnings net of dividends for the first ninesix months of 20172021 were $36.57$111.21 million.

Accumulated other comprehensive income increased $10.55decreased $11.85 million or 52.96% from
year-end
2020 due mainly to an increasea decrease of $8.44$22.53 million in the fair value of United’s available for sale investment portfolio, net of deferred income taxes. Partially offsetting this decrease was a $8.94 million increase in the fair of cash flow hedges, net of deferred income taxes. The after taxnon-credit portion
after-tax
accretion of pension costs was $2.11$1.74 million for the first ninesix months of 2017.

2021.

During the fourth quarter of 2020, United began repurchasing its common stock on the open market under repurchase plans approved by United’s Board of Directors. United repurchased 306,204 shares in the first six months of 2021 at a cost of $9.96 million or an average price per share of $32.52.
RESULTS OF OPERATIONS

Overview

Net income for the thirdsecond quarter of 20172021 was $56.74$94.84 million or $0.54$0.73 per diluted share, as compared to $41.48$52.69 million or $0.54$0.44 per diluted share for the prior year thirdsecond quarter. Net income for the first ninesix months of 20172021 was $132.61$201.73 million or $1.39$1.56 per diluted share compared to $107.98$92.87 million or $1.48$0.84 per share for the first ninesix months of 2016.

As previously mentioned, United completed its acquisition2020. Earnings for the second quarter and first half of Cardinal on April 21, 2017. The financial results of Cardinal are included in United’s results from the acquisition date. As a result of the acquisition, the first nine months and third quarter of 2017 were impacted for increased levels of average balances, income, and expense2021, as compared to the second quarter and first nine monthshalf of 2020, were benefited by lower provision for credit losses primarily due to better performance trends within the loan portfolio and thirdan improved future macroeconomic forecast under the Current Expected Credit Loss (“CECL”) accounting standard. The second quarter and first half of 2016 and two full months in2020 were also affected by significant merger-related expenses from the Carolina Financial Corporation (“Carolina Financial”) acquisition.

For the second quarter of 2017.

In addition, as previously mentioned, United completed its acquisition of Bank of Georgetown on June 3, 2016. The financial results of Bank of Georgetown were included in United’s results from the acquisition date. As a result, the first nine months and third quarter of 2016 were impacted by increased levels of average balances, income, and expense. The third quarter and first nine months of 2017 included $532 thousand and $24.99 million, respectively, of merger-related expenses from the Cardinal acquisition and the third quarter and first nine months of 2016 included $924 thousand and $5.61 million, respectively, of merger-related expenses from the Bank of Georgetown acquisition.

For the third quarter of 2017,2021, United’s annualized return on average assets was 1.19%1.41% and return on average shareholders’ equity was 6.89%8.69% as compared to 1.17%0.87% and 8.10%5.40% for the thirdsecond quarter of 2016.2020. United’s annualized return on average assets for the first ninesix months of 20172021 was 1.03%1.52% and return on average shareholders’ equity was 6.22%9.32% as compared to 1.10%0.85% and 7.73% for the first nine months of 2016. United’s Federal Reserve peer group’s (bank holding companies with total assets over $10 billion) most recently reported average return on assets and average return on equity were 0.96% and 8.28%, respectively,5.16% for the first six months of 2017.

2020. For the second quarter and first half of 2021, United’s annualized return on average tangible equity was 14.95% and 16.06%, respectively, as compared to 9.58% and 9.28% for the second quarter and first half of 2020, respectively.

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Table of Contents
   
Three Months Ended
  
Six Months Ended
 
(Dollars in thousands)
  
June 30, 2021
  
June 30, 2020
  
June 30, 2021
  
June 30, 2020
 
Return on Average Tangible Equity:
     
(a) Net Income (GAAP)
  $94,836  $52,686  $201,734  $92,869 
(b) Number of days
   91   91   181   182 
Average Total Shareholders’ Equity (GAAP)
  $4,378,898  $3,921,289  $4,363,053  $3,620,425 
Less: Average Total Intangibles
   (1,834,920  (1,708,683  (1,830,305  (1,607,977
  
 
 
  
 
 
  
 
 
  
 
 
 
(c) Average Tangible Equity
(non-GAAP)
  $2,543,978  $2,212,606  $2,532,748  $2,012,448 
Return on Tangible Equity
(non-GAAP)
     
[(a) / (b)] x 366 or 365/ (c)
   14.95  9.58  16.06  9.28
Net interest income for the thirdsecond quarter of 20172021 was $394.14$186.52 million, which was an increase of $39.21$15.92 million, or 35.30%9.33%, from the thirdsecond quarter of 2016.2020. The increase in net interest income occurred because total interest income increased $48.45$1.47 million while total interest expense only increased $9.24decreased $14.45 million from the thirdsecond quarter of 2016.2020. Net interest income for the first nine monthshalf of 20172021 was $394.14$377.48 million, an increase of $82.06$65.36 million or 26.30%20.94% from the prior year’s first nine months.half of 2020. The increase in net interest income occurred because total interest income increased $102.57$26.64 million while total interest expense only increased $20.51decreased $38.71 million from the first ninesix months of 2016.

2020.

The provision for credit losses was $7.28a net reduction in expense of $8.88 million and $21.43$8.74 million for the thirdsecond quarter and first nine monthshalf of 2017,2021, respectively, as compared to $6.99while the provision for credit losses was an expense of $45.91 million and $18.69$73.03 million, respectively, for the thirdsecond quarter and first nine monthshalf of 2016, respectively.2020. These decreases in the provision for credit losses were mainly due to the impact of better performance trends within the loan portfolio as well
as improved
reasonable and supportable forecasts for future macroeconomic scenarios used in the estimation of expected credit losses under the CECL accounting standard. In addition, a provision for loan losses of $28.95 million was recorded on purchased
non-PCD
loans from Carolina Financial during the second quarter of 2020. For the thirdsecond quarter of 2017,2021, noninterest income was $38.23$62.85 million, which was a decrease of $25.54 million or 28.90% from the second quarter of 2020 primarily driven by a decrease in income from mortgage banking activities due primarily to the
mark-to-market
impact of a declining interest rate lock commitment pipeline. Noninterest income for the first six months of 2021 was $155.42 million which was an increase of $19.21$30.22 million or 100.98% from the third quarter of 2016. Noninterest income for the first nine months of 2017 was $98.88 million which was an increase of $45.50 million or 85.24%24.14% from the first ninesix months of 2016. These

increases from 2016 were mainly2020 which was primarily due to additionalincreased income from mortgage banking activities due to an elevated volume of mortgage loan originations and sales in the secondary market as a resultwell as the addition of mortgage banking operations from the CardinalCarolina Financial acquisition. For the thirdsecond quarter of 2017,2021, noninterest expense decreased $10.42 million or 6.98% from the second quarter of 2020 primarily due to a decrease in data processing expense which included a contract termination penalty incurred in the second quarter of 2020 associated with the Carolina Financial acquisition. For the first six months of 2021, noninterest expense increased $33.88$37.37 million or 53.96% from the third quarter of 2016. For the first nine months of 2017, noninterest expense increased $85.94 million or 46.28%14.92% from the first ninesix months of 2016. These increases from 2016 were2020 due mainly to the Cardinal acquisition.

Carolina Financial acquisition as well as due to higher employee incentives and commissions expense mainly related to higher mortgage banking production.

Income taxes for the thirdsecond quarter of 20172021 were $27.84$24.46 million as compared to $18.85$11.02 million for the thirdsecond quarter of 2016.2020. For the first ninesix months of 20172021 and 2016,2020 income tax expense was $67.36$52.02 million and $53.10$20.91 million, respectively. These increases for 2017 were due to higher earnings and a higher effective tax rate. For the quarters ended SeptemberJune 30, 20172021 and 2016,2020, United’s effective tax rate was 32.91%20.50% and 31.24%17.30%, respectively. The effective tax rate for the first ninesix months of 20172021 and 20162020 was 33.68%20.50% and 32.97%18.38%, respectively.

Business Segments

As a result of the Cardinal acquisition,

United now operates in two business segments: community banking and mortgage banking. Prior to the Cardinal acquisition, United’s business activities were confined to just one reportable segment of community banking.

Community Banking

Net income attributable to the community banking segment for the thirdsecond quarter of 20172021 was $59.94$89.77 million compared to net income of $42.97$29.78 million for the thirdsecond quarter of 2016.

Net interest income increased $39.85 million to $152.89 million for the third quarter of 2017, compared to $113.03 million for the same period of 2016. Generally, net interest income for the third quarter of 2017 increased from the third quarter of 2016 because of the earning assets added from the Cardinal acquisition. Provision for loan losses was $7.28 million for the three months ended September 30, 2017 compared to a provision of $6.99 million for the same period of 2016. Noninterest income decreased $1.29 million for the third quarter of 2017 to $18.37 million as compared to $19.67 million for the third quarter of 2016. The decrease was mainly due to a decline of $1.14 million in income from bank-owned life insurance policies due to death benefits recorded in the third quarter of 2016. Noninterest expense was $74.55 million for the third quarter of 2017, compared to $63.01 million for the same period of 2016. The increase of $11.54 million in noninterest expense was primarily attributable to increases in branches, staffing and merger-related expenses from the Cardinal acquisition.

2020. Net income attributable to the community banking segment for the first nine monthshalf of 20172021 was $143.88$172.00 million compared to net income of $112.57$71.83 million for the first nine monthshalf of 2016.

2020. The higher net income within the community banking segment was due primarily to the impact of the Carolina Financial acquisition and a lower provision for credit losses.

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Net interest income increased $83.21$15.70 million to $401.04$183.40 million for the first nine monthssecond quarter of 2017,2021, compared to $317.84$167.70 million for the same period of 2016.2020. Net interest income increased $62.47 million to $370.60 million for the first half of 2021, compared to $308.12 million for the same period of 2020. Generally, net interest income for the second quarter and first ninesix months of 20172021 increased from the second quarter and first ninesix months of 2016 because2020 due to an increase in average earning assets as a result of the Carolina Financial acquisition, PPP loan activity and to a larger decline in the average cost of funds as compared to the average yield on earning assets added from the Cardinal acquisition. assets.
Provision for loancredit losses was $21.43a reduction in expense of $8.88 million for the ninethree months ended SeptemberJune 30, 20172021 compared to a provision expense of $18.69$45.91 million for the same period of 2016. 2020. Provision for credit losses was a reduction in expense of $8.74 million for the six months ended June 30, 2021 compared to a provision expense of $73.03 million for the same period of 2020. The decreases for the second quarter and first half of 2021 were due mainly to a provision for credit losses of $28.95 million recorded on purchased
non-credit
deteriorated
(“non-PCD”)
loans from Carolina Financial during the second quarter of 2020 and the better performance trends within the loan portfolio as well
as improved
reasonable and supportable forecasts for future macroeconomic scenarios used in the estimation of expected credit losses under the CECL accounting standard.
Noninterest income decreased by $1.91increased $3.77 million for the second quarter of 2021 to $24.07 million as compared to $20.30 million for the second quarter of 2020. Noninterest income for the first half of 2021 increased $10.59 million to $53.41$50.46 million for the first nine monthshalf of 20172021 as compared to $55.32$39.87 million for the first nine monthshalf of 2016.2020. The increases in 2021 were due mainly to increased fees from trust services, fees from brokerage services, fees from deposit services, bankcard fees and merchant discounts and other miscellaneous income.
Noninterest expense was $103.43 million for the second quarter of 2021, compared to $106.48 million for the same period of 2020. The decrease of $3.05 million was mainly due to a decline of $1.04 million in incomedata processing expense from bank-owned life insurance policies due to death benefits recorded in the thirdsecond quarter of 2016.2020, which included a significant contract termination penalty associated with the Carolina Financial acquisition. Noninterest expense was $215.94$213.45 million for the ninesix months ended SeptemberJune 30, 2017,2021, compared to $186.32$186.94 million for the same period of 2016.2020. The increase of $29.61 million in noninterest expense for the first six months of 2021 was primarily attributable to increases in branches, staffingthe additional employees and merger-related expensesbranch offices from the Cardinal acquisition.

Carolina Financial acquisition as most major categories of noninterest expense showed increases.

Mortgage Banking

The mortgage banking segment reported a net lossincome of $2.80$4.97 million and $322 thousand$28.00 million for the thirdsecond quarter and the first half of 2021, respectively, as compared to net income of $31.05 million and $32.16 million for the second quarter and first nine monthshalf of 2017, respectively.2020. Noninterest income, which consists mainly of realized and unrealized gains associated with the fair value of commitments and loans held for sale, was $19.94 million and $42.33$39.77 million for the thirdsecond quarter of 2021 as compared to $71.01 million for the second quarter of 2020. The decrease of $31.25 million was due mainly to a decline in the fair value of derivatives associated with mortgage loan commitments although sales activity increased. Noninterest income for the first half of 2021 was $107.27 million as compared to $92.20 million for the first half of 2020. The increase of $15.07 million for the first half of 2021 was due mainly to increased sales of mortgage loans in the secondary market and the addition of mortgage banking operations from the Carolina Financial acquisition. Noninterest expense was $36.39 million and $77.57 million for the second quarter and first nine monthshalf of 2017, respectively. Noninterest expense was $24.042021 as compared $35.26 million and $42.74$56.02 million for the thirdsecond quarter and first nine monthshalf of 2017, respectively.2020. Noninterest expense consists mainly of salaries, commissions and benefits of mortgage segment employees. There is no comparisonThe increases in 2021 were due mainly to results for 2016 because United did not have ahigher employee incentives and commissions related to the increased mortgage banking segment in 2016.

production as well as the additional expense associated with the mortgage banking employees added from the Carolina Financial acquisition.

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Consolidated Results of Operations by Major Category
The following table sets forth certain consolidated income statement information of United:
   
Three Months Ended
 
(Dollars in thousands)
  
June

2021
   
June

2020
   
March

2021
 
Income Statement Summary:
      
Interest income
  $ 200,186   $ 198,717   $ 205,657 
Interest expense
   13,669    28,115    14,697 
  
 
 
   
 
 
   
 
 
 
Net interest income
   186,517    170,602    190,960 
Provision for credit losses
   (8,879   45,911    143 
Other income
   62,846    88,390    92,573 
Other expense
   138,951    149,374    148,927 
  
 
 
   
 
 
   
 
 
 
Income before income taxes
   119,291    63,707    134,463 
Income taxes
   24,455    11,021    27,565 
  
 
 
   
 
 
   
 
 
 
Net income
  $94,836   $52,686   $106,898 
  
 
 
   
 
 
   
 
 
 
   
Six Months Ended
 
(Dollars in thousands)
  
June

2021
   
June

2020
 
Income Statement Summary:
    
Interest income
  $ 405,843   $ 379,199 
Interest expense
   28,366    67,079 
  
 
 
   
 
 
 
Net interest income
   377,477    312,120 
Provision for credit losses
   (8,736   73,030 
Other income
   155,419    125,196 
Other expense
   287,878    250,507 
  
 
 
   
 
 
 
Income before income taxes
   253,754    113,779 
Income taxes
   52,020    20,910 
  
 
 
   
 
 
 
Net income
  $201,734   $92,869 
  
 
 
   
 
 
 
The following discussion explains in more detail the consolidated results of operations by major category.

Net Interest Income

Net interest income represents the primary component of United’s earnings. It is the difference between interest income from earning assets and interest expense incurred to fund these assets. Net interest income is impacted by changes in the volume and mix of interest-earning assets and interest-bearing liabilities, as well as changes in market interest rates. Such changes, and their impact on net interest income in 20172021 and 2016,2020, are presented below.

Net interest income for the thirdsecond quarter of 20172021 was $150.28$186.52 million, which was an increase of $39.21$15.92 million or 35.30%9.33% from the thirdsecond quarter of 2016.2020. The $39.21$15.92 million increase in net interest income occurred because total interest income increased $48.45$1.47 million while total interest expense only increased $9.24decreased $14.45 million from the thirdsecond quarter of 2016.2020. Net interest income for the first nine monthshalf of 20172021 was $394.14$377.48 million, which was an increase of $82.06$65.36 million or 26.30%20.94% from the first nine monthshalf of 2016.2020. The $82.06$65.36 million increase in net interest income occurred because total interest income increased $102.57$26.64 million while total interest expense only increased $20.51decreased $38.71 million from the first nine monthshalf of 2016.2020. On a linked-quarter basis, net interest income for the third quarter of 2017 increased $14.03 million or 10.30% from the second quarter of 2017.2021 decreased $4.44 million or 2.33% from the first quarter of 2021. The $14.03$4.44 million increasedecrease in net interest income occurred because total interest income increased $16.64decreased $5.47 million while total interest expense onlydecreased $1.03 million from the first quarter of 2021.
Generally, net interest income for the second quarter and first half of 2021 increased $2.61 million from the second quarter and first half of 2017.2020 due to a larger decline in the cost of average interest-bearing liabilities in comparison to the yield on average
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earning assets (“interest rate spread”). Generally, interest income for the thirdsecond quarter and first nine monthshalf of 20172021 increased from the thirdsecond quarter and first nine monthshalf of 2016 because2020 due to an increase in earning assets, mainly as a result of the earning assets added from the Cardinal acquisition. In addition,Carolina Financial acquisition and PPP loan accretion on acquired loans for the third quarter and first nine months of 2017 increased from the same time periods last year and the second quarter of 2017.activity, while interest expense decreased primarily due to a decline in market interest rates which resulted in lower funding costs. For the purpose of this remaining discussion, net interest income is presented on a
tax-equivalent
basis to provide a comparison among all types of interest earning assets. The
tax-equivalent
basis adjusts for the
tax-favored
status of income from certain loans and investments. Although this is a
non-GAAP
measure, United’s management believes this measure is more widely used within the financial services industry and provides better comparability of net interest income arising from taxable and
tax-exempt
sources. United uses this measure to monitor net interest income performance and to manage its balance sheet composition.

Tax-equivalent
net interest income for the thirdsecond quarter of 20172021 was $152.37$187.59 million, an increase of $39.74$15.97 million or 35.29%9.31% from the thirdsecond quarter of 2016 due mainly to an increase in average earning assets from the Cardinal acquisition.2020. Average earning assets for the thirdsecond quarter of 20172021 increased $3.97$2.31 billion or 31.53%10.69% from the thirdsecond quarter of 20162020 due mainly to a $3.18 billion$419.95 million or 30.66%2.45% increase in average net loans. Averageloans and leases, including loans held for sale, a $1.36 billion or 87.61% increase in average short-term investments increased $436.66and a $537.20 million or 53.90% while18.33% increase in average investment securities increased $360.25 million or 25.15%.securities. The thirdnet interest spread for the second quarter of 2017 average yield on earning assets2021 increased 2210 basis points from the thirdsecond quarter of 20162020 due to additional loan accretion of $7.68 million on acquired loans and higher market interest rates. Partially offsetting the increases totax-equivalent net interest income for the third quarter of 2017 was an increase of 19a 43 basis pointspoint decrease in the average cost of funds partially offset by a 33 basis point decrease in average yield on earning assets. Net PPP loan fee income of $9.02 million was recognized in the second quarter of 2021 driven primarily by loan forgiveness by the SBA, as compared to $4.48 million for the thirdsecond quarter of 2016 due to2020. Loan accretion on acquired loans and leases was $9.67 million and $9.55 million for the higher market interest rates.second quarter of 2021 and 2020, respectively, an increase of $120 thousand. The net interest margin of 3.65%3.14% for the thirdsecond quarter of 20172021 was an increasea decrease of 94 basis points from the net interest margin of 3.56%3.18% for the thirdsecond quarter of 2016.

2020.

Tax-equivalent
net interest income for the first ninesix months of 20172021 was $400.31$379.60 million, an increase of $83.67$65.68 million or 26.42%20.92% from the first ninesix months of 2016.2020. This increase in
tax-equivalent
net interest income was primarily attributable to an increase in average earning assets from the CardinalCarolina Financial acquisition. Average earning assets increased $3.53$4.26 billion or 30.25%21.90% from the first ninesix months of 20162020 as average net loans and leases, including loans held for sale, increased $2.51$2.24 billion or 25.66%14.40%. Average short-term investments and average investment securities increased $1.47 billion or 129.69% and $555.70 million or 19.94%, respectively. Net PPP loan fee income of $20.33 million was recognized in the first half of 2021 driven primarily by loan forgiveness, as compared to $4.48 million for the first nine monthshalf of 2017. Average investment securities increased $340.92 million or 26.26%.2020. In addition, the average cost of funds for the first half of 2021 decreased 67 basis points due primarily to a decline in interest rates from the first half of 2020. Partially offsetting the increases to
tax-equivalent
net interest income for the first nine monthshalf of 20172021 was an increasea decrease of 1547 basis points in the average cost of fundsyield on earning assets as compared to the first nine monthshalf of 2016 due to higher market interest rates. In addition, the first nine months of 2017 average yield on earning assets decreased a basis point from the first nine months of 20162020 due to the replacementdecline in market interest rates and the low yield on the PPP loans. In addition, loan accretion on acquired loans was $19.47 million and $19.10 million for the first half of maturing higher-yielding investment securities with those at a lower current interest rate despite2021 and 2020, respectively, an increase of $11.64 million from accretion on acquired loans.$374 thousand. The net interest margin of 3.52%3.22% for the first nine monthshalf of 20172021 was a decrease of 102 basis points from the net interest margin of 3.62%3.24% for the first nine monthshalf of 2016.

2020.

On a linked-quarter basis, United’stax-equivalent net interest income for the thirdsecond quarter of 2017 increased $13.612021 decreased $4.44 million or 9.81%2.33% from the first quarter of 2021. The net interest spread for the second quarter of 2021 of 2.98% decreased 16 basis points from the first quarter of 2021 due to a 19 basis point decrease in the average yield on earning assets partially offset by a 3 basis point decrease in the average cost of funds. Net PPP loan fee income for the second quarter of 2021 decreased $2.29 million from the first quarter of 2021. Average earning assets increased $460.32 million, or 1.96%, from the first quarter of 2021 due mainly to increases in the average yield onshort-term investments of $616.06 million and the average balance of earning assets. The third quarter of 2017 average yield on earning assets increased 25 basis points from the second quarter of 2017 due to additional loan accretion of $5.45 million on acquired loans. Average earning assets increased $426.47 million or 2.64% for the linked-quarter due to the Cardinal acquisition. Average net loans increased $492.64 million or 3.78% while average investment securities increased $40.60of $252.01 million or 2.32%. Average short-term investments decreased $106.77partially offset by a decrease in average net loans and leases, including loans held for sale of $407.75 million or 7.89%. Partially offsetting the increases totax-equivalent net interest income for the third quarter of 2017 was an increase of 7 basis points in the average cost of funds as compared to the second quarter of 2017 due to higher market interest rates.driven primarily by PPP loan forgiveness. The net interest margin of 3.65%3.14% for the thirdsecond quarter of 20172021 was an increasea decrease of 2116 basis points from the net interest margin of 3.44%3.30% for the secondfirst quarter of 2017.

2021.

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United’s
tax-equivalent
net interest income also includes the impact of acquisition accounting fair value adjustments.

The following table provides the discount/premium and net accretion impact to

tax-equivalent
net interest income for the three months ended SeptemberJune 30, 2017, September2021, June 30, 20162020 and March 31, 2021 and the six months ended June 30, 2021 and June 30, 2017 and the nine months ended September 30, 2017 and September 30, 2016:

   Three Months Ended 
   September 30   September 30   June 30 
(Dollars in thousands)  2017   2016   2017 

Loan accretion

  $12,805   $5,121   $7,355 

Certificates of deposit

   817    63    776 

Long-term borrowings

   268    22    197 
  

 

 

   

 

 

   

 

 

 

Total

  $13,890   $5,206   $8,328 
  

 

 

   

 

 

   

 

 

 

   Nine Months Ended 
   September 30   September 30 
(Dollars in thousands)  2017   2016 

Loan accretion

  $24,395   $12,750 

Certificates of deposit

   1,640    63 

Long-term borrowings

   348    328 
  

 

 

   

 

 

 

Tax-equivalent net interest income

  $26,383   $13,141 
  

 

 

   

 

 

 

2020:

   
Three Months Ended
 
(Dollars in thousands)
  
June 30

2021
   
June 30

2020
   
March 31

2021
 
Loan accretion
  $9,669   $9,549   $9,800 
Certificates of deposit
   1,050    2,611    1,449 
Long-term borrowings
   174    488    174 
  
 
 
   
 
 
   
 
 
 
Total
  $ 10,893   $ 12,648   $ 11,423 
  
 
 
   
 
 
   
 
 
 
   
Six Months Ended
 
(Dollars in thousands)
  
June 30

2021
   
June 30

2020
 
Loan accretion
  $19,469   $19,095 
Certificates of deposit
   2,499    2,752 
Long-term borrowings
   348    756 
  
 
 
   
 
 
 
Tax-equivalent
net interest income
  $ 22,316   $ 22,603 
  
 
 
   
 
 
 
The following tables reconcile the difference between net interest income and
tax-equivalent
net interest income for the three months ended SeptemberJune 30, 2017, September2021, June 30, 20162020 and March 31, 2021 and the six months ended June 30, 2021 and June 30, 2017 and the nine months ended September 30, 2017 and September 30, 2016.

   Three Months Ended 
   September 30   September 30   June 30 
(Dollars in thousands)  2017   2016   2017 

Net interest income, GAAP basis

  $150,276   $111,069   $136,245 

Tax-equivalent adjustment (1)

   2,092    1,556    2,512 
  

 

 

   

 

 

   

 

 

 

Tax-equivalent net interest income

  $152,368   $112,625   $138,757 
  

 

 

   

 

 

   

 

 

 

   Nine Months Ended 
   September 30   September 30 
(Dollars in thousands)  2017   2016 

Net interest income, GAAP basis

  $394,141   $312,078 

Tax-equivalent adjustment (1)

   6,168    4,562 
  

 

 

   

 

 

 

Tax-equivalent net interest income

  $400,309   $316,640 
  

 

 

   

 

 

 

2020.
   
Three Months Ended
 
(Dollars in thousands)
  
June 30

2021
   
June 30

2020
   
March 31

2021
 
Net interest income, GAAP basis
  $ 186,517   $ 170,602   $ 190,960 
Tax-equivalent
adjustment (1)
   1,075    1,018    1,047 
  
 
 
   
 
 
   
 
 
 
Tax-equivalent
net interest income
  $187,592   $171,620   $192,007 
  
 
 
   
 
 
   
 
 
 
   
Six Months Ended
 
(Dollars in thousands)
  
June 30

2021
   
June 30

2020
 
Net interest income, GAAP basis
  $ 377,477   $ 312,120 
Tax-equivalent
adjustment (1)
   2,122    1,800 
  
 
 
   
 
 
 
Tax-equivalent
net interest income
  $379,599   $313,920 
  
 
 
   
 
 
 
(1)
The
tax-equivalent
adjustment combines amounts of interest income on federally nontaxable loans and investment securities using the statutory federal income tax rate of 35%.21% for the three months and six months ended June 30, 2021 and 2020 and the three months ended March 31, 2021. All interest income on loans and investment securities was subject to state income taxes.

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The following tables show the unaudited consolidated daily average balance of major categories of assets and liabilities for the three-month and
six-month
periods ended SeptemberJune 30, 20172021 and 2016,2020, respectively, with the interest and rate earned or paid on such amount. The interest income and yields on federally nontaxable loans and investment securities are presented on a
tax-equivalent
basis using the statutory federal income tax rate of 35%.21% for the three-month and
six-month
period ended June 30, 2021 and 2020. Interest income on all loans and investment securities was subject to state income taxes.

   Three Months Ended  Three Months Ended 
   September 30, 2017  September 30, 2016 
(Dollars in thousands)  Average
Balance
  Interest
(1)
   Avg. Rate
(1)
  Average
Balance
  Interest
(1)
   Avg. Rate
(1)
 

ASSETS

         

Earning Assets:

         

Federal funds sold and securities purchased under agreements to resell and other short-term investments

  $1,246,742  $4,874    1.55 $810,081  $1,107    0.54

Investment Securities:

         

Taxable

   1,533,444   9,406    2.45  1,270,734   8,764    2.76

Tax-exempt

   259,189   2,284    3.52  161,651   1,527    3.78
  

 

 

  

 

 

   

 

 

  

 

 

  

 

 

   

 

 

 

Total Securities

   1,792,633   11,690    2.61  1,432,385   10,291    2.87

Loans, net of unearned income (2)

   13,607,933   157,111    4.59  10430,449   113,295    4.32

Allowance for loan losses

   (73,031     (71,493   
  

 

 

     

 

 

    

Net loans

   13,534,902     4.61  10,358,956     4.35
  

 

 

  

 

 

   

 

 

  

 

 

  

 

 

   

 

 

 

Total earning assets

   16,574,277  $173,675    4.16  12,601,422  $124,693    3.94
   

 

 

   

 

 

   

 

 

   

 

 

 

Other assets

   2,353,508      1,558,147    
  

 

 

     

 

 

    

TOTAL ASSETS

  $18,927,785     $14,159,569    
  

 

 

     

 

 

    

LIABILITIES

         

Interest-Bearing Funds:

         

Interest-bearing deposits

  $9,837,967  $14,227    0.57 $7,255,184  $7,723    0.42

Short-term borrowings

   325,631   430    0.52  519,807   553    0.42

Long-term borrowings

   1,364,417   6,650    1.93  1,171,599   3,792    1.29
  

 

 

  

 

 

   

 

 

  

 

 

  

 

 

   

 

 

 

Total Interest-Bearing Funds

   11,528,015   21,307    0.73  8,946,590   10,068    0.54
   

 

 

   

 

 

   

 

 

   

 

 

 

Noninterest-bearing deposits

   4,036,653      3,105,273    

Accrued expenses and other liabilities

   97,575      71,670    
  

 

 

     

 

 

    

TOTAL LIABILITIES

   15,662,243      12,123,533    

SHAREHOLDERS’ EQUITY

   3,265,542      2,036,036    
  

 

 

     

 

 

    

TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY

  $18,927,785     $14,159,569    
  

 

 

     

 

 

    

NET INTEREST INCOME

   $152,368     $112,625   
   

 

 

     

 

 

   

INTEREST SPREAD

      3.43     3.40

NET INTEREST MARGIN

      3.65     3.56

   
Three Months Ended

June 30, 2021
  
Three Months Ended

June 30, 2020
 
(Dollars in thousands)
  
Average

Balance
  
Interest

(1)
   
Avg. Rate

(1)
  
Average

Balance
  
Interest

(1)
   
Avg. Rate
(1)
 
ASSETS
         
Earning Assets:
         
Federal funds sold and securities purchased under agreements to resell and other short-term investments
  $2,905,604  $1,757    0.24 $1,548,759  $1,868    0.49
Investment Securities:
         
Taxable
   3,114,902   13,846    1.78  2,703,980   16,241    2.40
Tax-exempt
   353,223   2,331    2.64  226,942   1,641    2.89
  
 
 
  
 
 
   
 
 
  
 
 
  
 
 
   
 
 
 
Total Securities
   3,468,125   16,177    1.87  2,930,922   17,882    2.44
Loans, net of unearned income (2)
   17,825,433   183,327    4.12  17,345,008   179,985    4.17
Allowance for loan losses
   (231,422     (170,947   
  
 
 
     
 
 
    
Net loans
   17,594,011     4.18  17,174,061     4.21
  
 
 
  
 
 
   
 
 
  
 
 
  
 
 
   
 
 
 
Total earning assets
   23,967,740  $201,261    3.37  21,653,742  $199,735    3.70
  
 
 
  
 
 
   
 
 
   
 
 
   
 
 
 
Other assets
   3,038,218      2,748,858    
  
 
 
     
 
 
    
TOTAL ASSETS
  $27,005,958     $24,402,600    
  
 
 
     
 
 
    
LIABILITIES
         
Interest-Bearing Funds:
         
Interest-bearing deposits
  $13,219,572  $11,012    0.33 $11,600,243  $19,249    0.67
Short-term borrowings
   136,801   182    0.54  144,866   196    0.54
Long-term borrowings
   814,151   2,475    1.22  2,070,557   8,670    1.68
  
 
 
  
 
 
   
 
 
  
 
 
  
 
 
   
 
 
 
Total Interest-Bearing Funds
   14,170,524   13,669    0.39  13,815,666   28,115    0.82
   
 
 
   
 
 
   
 
 
   
 
 
 
Noninterest-bearing deposits
   8,227,147      6,412,124    
Accrued expenses and other liabilities
   229,389      253,521    
  
 
 
     
 
 
    
TOTAL LIABILITIES
   22,627,060      20,481,311    
SHAREHOLDERS’ EQUITY
   4,378,898      3,921,289    
  
 
 
     
 
 
    
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY
  $27,005,958     $24,402,600    
  
 
 
     
 
 
    
NET INTEREST INCOME
   $187,592     $171,620   
   
 
 
     
 
 
   
INTEREST SPREAD
      2.98     2.88
NET INTEREST MARGIN
      3.14     3.18
(1)
The interest income and the yields on federally nontaxable loans and investment securities are presented on a
tax-equivalent
basis using the statutory federal income tax rate of 35%21%.
(2)
Nonaccruing loans are included in the daily average loan amounts outstanding.

   Nine Months Ended  Nine Months Ended 
   September 30, 2017  September 30, 2016 
(Dollars in thousands)  Average
Balance
  Interest
(1)
   Avg. Rate
(1)
  Average
Balance
  Interest
(1)
   Avg. Rate
(1)
 

ASSETS

         

Earning Assets:

         

Federal funds sold and securities repurchased under agreements to resell and other short-term investments

  $1,282,589  $11,345    1.18 $599,695  $2,371    0.53

Investment Securities:

         

Taxable

   1,412,221   26,226    2.48  1,162,082   24,728    2.84

Tax-exempt

   227,171   6,242    3.66  136,386   4,130    4.04
  

 

 

  

 

 

   

 

 

  

 

 

  

 

 

   

 

 

 

Total Securities

   1,639,392   32,468    2.64  1,298,468   28,858    2.96

Loans, net of unearned income (2)

   12,360,252   409,643    4.43  9,852,670   318,053    4.31

Allowance for loan losses

   (72,904     (74,198   
  

 

 

     

 

 

    

Net loans

   12,287,348     4.46  9,778,472     4.34
  

 

 

  

 

 

   

 

 

  

 

 

  

 

 

   

 

 

 

Total earning assets

   15,209,329  $453,456    3.99  11,676,635  $349,282    4.00
   

 

 

   

 

 

   

 

 

   

 

 

 

Other assets

   1,978,315      1,427,763    
  

 

 

     

 

 

    

TOTAL ASSETS

  $17,187,644     $13,104,398    
  

 

 

     

 

 

    

LIABILITIES

         

Interest-Bearing Funds:

         

Interest-bearing deposits

  $9,024,232  $35,281    0.52 $6,815,863  $21,278    0.42

Short-term borrowings

   298,213   1,149    0.52  396,769   1,132    0.38

Long-term borrowings

   1,286,583   16,717    1.74  1,100,741   10,232    1.24
  

 

 

  

 

 

   

 

 

  

 

 

  

 

 

   

 

 

 

Total Interest-Bearing Funds

   10,609,028   53,147    0.67  8,313,373   32,642    0.52
   

 

 

   

 

 

   

 

 

   

 

 

 

Non-interest bearing deposits

   3,639,507      2,856,807    

Accrued expenses and other liabilities

   90,112      67,820    
  

 

 

     

 

 

    

TOTAL LIABILITIES

   14,338,647      11,238,000    

SHAREHOLDERS’ EQUITY

   2,848,997      1,866,398    
  

 

 

     

 

 

    

TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY

  $17,187,644     $13,104,398    
  

 

 

     

 

 

    

NET INTEREST INCOME

   $400,309     $316,640   
   

 

 

     

 

 

   

INTEREST SPREAD

      3.32     3.48

NET INTEREST MARGIN

      3.52     3.62

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Six Months Ended

June 30, 2021
  
Six Months Ended

June 30, 2020
 
(Dollars in thousands)
  
Average

Balance
  
Interest

(1)
   
Avg. Rate

(1)
  
Average

Balance
  
Interest

(1)
   
Avg. Rate
(1)
 
ASSETS
         
Earning Assets:
         
Federal funds sold and securities repurchased under agreements to resell and other short-term investments
  $2,599,276  $3,650    0.28 $1,131,633  $5,833    1.04
Investment Securities:
         
Taxable
   3,018,633   27,372    1.81  2,620,604   33,210    2.53
Tax-exempt
   324,183   4,312    2.66  166,512   2,520    3.03
  
 
 
  
 
 
   
 
 
  
 
 
  
 
 
   
 
 
 
Total Securities
   3,342,816   31,684    1.90  2,787,116   35,730    2.56
Loans, net of unearned income (2)
   18,030,354   372,631    4.16  15,708,515   339,436    4.34
Allowance for loan losses
   (233,597     (152,515   
  
 
 
     
 
 
    
Net loans
   17,796,757     4.22  15,556,000     4.38
  
 
 
  
 
 
   
 
 
  
 
 
  
 
 
   
 
 
 
Total earning assets
   23,738,849  $407,965    3.46  19,474,749  $380,999    3.93
  
 
 
  
 
 
   
 
 
   
 
 
   
 
 
 
Other assets
   3,011,252      2,510,632    
  
 
 
     
 
 
    
TOTAL ASSETS
  $26,750,101     $21,985,381    
  
 
 
     
 
 
    
LIABILITIES
         
Interest-Bearing Funds:
         
Interest-bearing deposits
  $13,202,246  $22,997    0.35 $10,439,513  $46,726    0.90
Short-term borrowings
   139,463   360    0.52  141,146   654    0.93
Long-term borrowings
   823,705   5,009    1.23  2,036,660   19,699    1.95
  
 
 
  
 
 
   
 
 
  
 
 
  
 
 
   
 
 
 
Total Interest-Bearing Funds
   14,165,414   28,366    0.40  12,617,319   67,079    1.07
   
 
 
   
 
 
   
 
 
   
 
 
 
Non-interest
bearing deposits
   7,982,751      5,519,584    
Accrued expenses and other liabilities
   238,883      228,053    
  
 
 
     
 
 
    
TOTAL LIABILITIES
   22,387,048      18,364,956    
SHAREHOLDERS’ EQUITY
   4,363,053      3,620,425    
  
 
 
     
 
 
    
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY
  $26,750,101     $21,985,381    
  
 
 
     
 
 
    
NET INTEREST INCOME
   $379,599     $313,920   
   
 
 
     
 
 
   
INTEREST SPREAD
      3.06     2.86
NET INTEREST MARGIN
      3.22     3.24
(1)
The interest income and the yields on federally nontaxable loans and investment securities are presented on a
tax-equivalent
basis using the statutory federal income tax rate of 35%21%.
(2)
Nonaccruing loans are included in the daily average loan amounts outstanding.

Provision for LoanCredit Losses

United’s provision for credit losses was a net reduction in expense of $8.88 million and $8.74 million for the second quarter and first half of 2021, respectively, while the provision for credit losses was an expense of $45.91 million and $73.03 million, respectively, for the second quarter and first half of 2020. United’s provision for credit losses relates to its portfolio of loans and leases,
held-to-maturity
securities and interest receivable on loans which are discussed in more detail in the following paragraphs.
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For the quartersquarter ended SeptemberJune 30, 2017 and 2016,2021, the provision for loan and lease losses was $7.28a reduction in expense of $8.82 million and $6.99as compared to provision expense of $45.91 million respectively.for the quarter ended June 30, 2020. The provision for loan and lease losses for the first ninesix months of 2017 and 20162021 was $21.43a reduction in expense of $8.52 million and $18.69as compared to provision expense of $73.02 million respectively.for the first six months of 2020. Net charge-offs were $5.34$5.22 million for the thirdsecond quarter of 20172021 as compared to net charge-offs of $6.78$4.34 million for the same quarter in 2016.2020. Net charge-offs for the first ninesix months of 20172021 were $19.27$9.76 million as compared to $21.76$11.03 million for the first ninesix months of 2016.2020. The higher amountslower amount of provision expense for the periods in 20172021 compared to the same periods in 2016 were2020 was mainly due to an increasea provision for loan losses of $28.95 million recorded on purchased
non-PCD
loans from Carolina Financial during the second quarter of 2020 and better performance trends within the loan portfolio as well
as improved
reasonable and supportable forecasts for future macroeconomic scenarios used in impaired loans necessitating specific allowance allocation. The lower amountsthe estimation of net charge-offs for the periods in 2017 compared to

the same periods in 2016 were due to thecharge-off in 2016 of a large loan relationship which had deteriorated to the point ofnon-collectability.expected credit losses. On a linked-quarter basis, the provision for loan losses decreased $9.11 million due mainly to better performance trends within the loan portfolio as well

as improved
reasonable and netsupportable forecasts for future macroeconomic scenarios used in the estimation of expected credit losses. Net charge-offs decreased $972 thousand and $2.81 million, respectively, fromfor the second quarter of 2017 due mainly to providing for additional allowance allocation needs within2021 increased $679 thousand from the existing portfolio and recognitionfirst quarter of charge-offs on previously impaired loans.2021. Annualized net charge-offs as a percentage of average loans were 0.16% and 0.21% for the third quarter and first nine months of 2017, respectively.

At September 30, 2017, nonperforming loans were $168.40 million or 1.28% of loans,leases, net of unearned income were 0.12% and 0.11% for the second quarter and first half of 2021, respectively, compared to 0.10% and 0.15% for the second quarter and first half of 2020. Annualized net charge-offs as a percentage of average loans and leases, net of unearned income was 0.10% for the first quarter of 2021.

As of June 30, 2021, nonperforming loans of $113.26and leases were $102.59 million or 1.10%0.61% of loans and leases, net of unearned income as compared to $132.21 million or 0.75% of loans and leases, net of unearned income at December 31, 2016.2020. The components of nonperforming loans and leases include: 1) nonaccrual loans and leases, 2) loans and leases which are contractually past due 90 days or more as to interest or principal, but have not been put on a nonaccrual basis and 3) loans and leases whose terms have been restructured for economic or legal reasons due to financial difficulties of the borrowers.

Loans and leases past due 90 days or more and still on accrual were $22.25$14.14 million at SeptemberJune 30, 2017 which was2021, an increase of $13.66$303 thousand or 2.19% from $13.83 million at
year-end
2020. This increase was primarily due to several large commercial relationships that have exceeded their stated maturity dates as of June 30, 2021. At June 30, 2021, nonaccrual loans and leases were $41.18 million, which was a decrease of $21.54 million or 159.13%34.34% from $8.59$62.72 million at
year-end 2016. The increase
2020. This decrease was due to the delinquencyrepayment of a $14.83 million credit atquarter-end. At September 30, 2017,three large commercial nonaccrual loans were $100.02 million, an increase as well as the
charge-off
of $16.49 million or 19.74% from $83.53 million atyear-end 2016. This increase was due to the downgradethree commercial relationships and transfer totroubled debt restructuring designations for three large commercial nonaccrual of several oil, gas and coal industry relationships within the Company’s loan portfolio.loans. Restructured loans were $46.13$47.27 million at SeptemberJune 30, 2017, an increase2021, a decrease of $24.98$8.39 million or 118.10%15.07% from $21.15$55.66 million at
year-end 2016. Ten loans totaling $30.89 million were restructured during the first nine months of 2017. Two of the restructured loans totaling $20.99 million were associated with an oil, gas and coal industry-related relationship.
2020. The remaining differencedecrease was mainly due to repaymentsthe repayment of four large commercial relationships and acharge-off.
charge-off
of two commercial restructured loans during the first six months of 2021. The loss potential on these loans has been properly evaluated and allocated within the Company’s allowance for loan losses.

Nonperforming assets include nonperforming loans and leases and real estate acquired in foreclosure or other settlement of loans (OREO)(“OREO”). Total nonperforming assets of $195.22$121.06 million, including OREO of $26.83$18.47 million at SeptemberJune 30, 2017,2021, represented 1.02%0.45% of total assets.

The following table summarizes nonperforming assets for the indicated periods.    

   September 30,   December 31, 
(In thousands)  2017   2016   2015   2014   2013   2012 

Nonaccrual Loans

            

Originated

  $93,731   $77,111   $83,146   $64,312   $58,121   $66,711 

Acquired

   6,285    6,414    8,043    10,739    3,807    4,848 

Loans which are contractually past due 90 days or more as to interest or principal, and are still accruing interest

            

Originated

   21,464    7,763    11,462    10,868    10,015    13,819 

Acquired

   785    823    166    807    1,029    4,249 

Restructured loans

            

Originated

   44,695    21,115    23,890    22,234    8,157    3,175 

Acquired

   1,437    37    0    0    0    0 
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total nonperforming loans

  $168,397   $113,263   $126,707   $108,960   $81,129   $92,802 

Other real estate owned

   26,826    31,510    32,228    38,778    38,182    49,484 
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

TOTAL NONPERFORMING ASSETS

  $195,223   $144,773   $158,935   $147,738   $119,311   $142,286 
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Loans are designated as impaired when, in the opinion of management, the collection of principal and interest in accordance with the loan contract is doubtful. At September 30, 2017, impaired loans were $420.46 million, which was an increase of $112.02 million or 36.32% from $308.44 million at December 31, 2016. This increase was due mainly to the acquired impaired loans from Cardinal and the Company’s exposure to the oil, gas and coal industry. Acquired impaired loans are accounted for under ASC Subtopic310-30. The recorded investment balance and the contractual principal balance of the acquired impaired loans were $227.75 million and $310.61 million, respectively, at September 30, 2017 as compared to $171.60 million and $231.10 million, respectively, at December 31, 2016. For the acquired impaired loans accounted for under ASC310-30, the difference between the contractually required payments due and the cash flows expected to be collected, considering the impact of prepayments, is referred to as the non-accretable difference (the credit mark). The credit mark is not recognized in income. The remaining credit mark was $70.75 million and $58.88 million at September 30, 2017 and December 31, 2016, respectively. For further details regarding impaired loans, see Note 5 to the unaudited Consolidated Financial Statements.

United maintains an allowance for loan and lease losses and a reserve for lending-related commitments. The combined allowance for loan losses and reserve for lending-related commitments are referred to asis considered the allowance for credit losses. At SeptemberJune 30, 2017 and December 31, 2016,2021, the allowance for credit losses was $75.73$238.44 million and $73.82as compared to $255.08 million respectively.

at December 31, 2020.

At SeptemberJune 30, 2017,2021, the allowance for loan and lease losses was $74.93$217.55 million as compared to $72.78$235.83 million at December 31, 2016.2020. The decrease in the allowance for loan and lease losses was due to better trends within the loan portfolio as well
as improved reasonable and supportable forecasts for future macroeconomic scenarios used in the estimation of expected credit losses. As a percentage of loans and leases, net of unearned income, the allowance for loan losses was 0.57%1.29% at SeptemberJune 30, 20172021 and 0.70%1.34% at December 31, 2016, respectively.2020. The ratio of the allowance for loan and lease losses to nonperforming loans and leases or coverage ratio was 44.49%212.06% and 64.25%178.38% at SeptemberJune 30, 20172021 and December 31, 2016,2020, respectively. The Company’s detailed methodologyincrease in this ratio was due mainly to a larger decline in nonperforming loans and analysis indicated a minimal increaseleases than in the allowance for loan losses primarily becauseand lease losses.
United continues to evaluate risks which may impact its loan and lease portfolios. As a result of the offsetting
COVID-19
pandemic and resulting economic uncertainty given the rapidly changing economic impact, the Company reviewed its loan and lease portfolio segments, assessing the likely impact of
COVID-19
on each segment and established relevant qualitative
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adjustment factors. Reserves are initially determined based on losses identified from the PD/LGD and Cohort models which utilize the Company’s historical information. Then any qualitative adjustments are applied to account for the Company’s view of the future. If current conditions underlying any qualitative adjustment factor were deemed to be materially different than historical conditions, then an adjustment was made for that factor.
The second quarter of 2021 qualitative adjustments include analyses of the following:
Past events
– This includes portfolio trends related to business conditions; past due, nonaccrual, and graded loans and leases; and concentrations.
Current conditions
– United considered the continued impact of
COVID-19
on the economy as well as loan deferrals and modifications made in light of the pandemic when making determinations related to factor adjustments, such as changes in economic and business conditions, collateral values, external factors and past due loans and leases.
Reasonable and supportable forecasts
– The forecast is determined on a
portfolio-by-portfolio
basis by relating the correlation of changes withinreal GDP and the unemployment rate to loss rates to forecasts of those variables. The reasonable and supportable forecast selection is subjective in nature and requires more judgment compared to the other components of the allowance. Assumptions for the economic variables were the following:
The forecast improved in the second quarter of 2021 as compared to the first quarter while maintaining a gradual recovery pace extending into 2023.
Greater risk of loss is probable in the hotel and accommodations portfolio due to weakened economic conditions brought on by the pandemic which resulted in a more negative forecast relative to other portfolios and a longer projected recovery period to extend into late 2023 or 2024.
Consideration was given to the $1.9 trillion American Rescue Plan (effective March 11, 2021) during the forecast selection process as it is likely this stimulus package continues to have a positive impact on the economy.
Reversion to historical loss ratesdata occurs via a straight-line method during the year following the
one-year
reasonable and reduced loss allocations on impaired loans.

supportable forecast period.

Allocations are made for specific commercial loans based upon management’s estimate of the borrowers’ ability to repay and other factors impacting collectibility.collectability. Other commercial loans and leases not specifically reviewed on an individual basis are evaluated based on historical loss percentages applied to loan pools that have been segregated by risk. Allocations for loans and leases other than commercial loans and leases are made based upon historical loss experience adjusted for current environmental conditions. The allowance for credit losses includes estimated probable inherent but unidentifiedlifetime losses within the portfolio due to uncertainties in economic conditions, delays in obtaining information, including unfavorable information about a borrower’s financial condition, the difficulty in identifying triggering events that correlate perfectly to subsequent loss rates, and risk factors that have not yet fully manifested themselves in loss allocation factors. In addition, a portion of the allowance accounts for the inherent imprecision in the allowance for credit losses analysis.

United’s company-wide review of the allowance for loan and lease losses at SeptemberJune 30, 20172021 produced increaseddecreased allocations in oneeach of the four loan categories.categories as compared to December 31, 2020. The allocation related to the commercial, financial & agricultural loan pool decreased $9.41 million. The residential real estate allocation increased $8.16 million primarily due to an increase in other commercial loans deemed impaired necessitating specific allowance allocation. Offsetting these increases was a decrease in the allocation related to thedecreased $3.07 million. The real estate construction and development loan pool of $2.60 million due to recognition of losses previously allocated. The residential real estate loan pool allocation decreased $2.92 million due to improvement in the Bank’s collateral position for a significant relationship and reduction of impairment allocation required.$3.93 million. The consumer loan pool also experienced a decreasedecreased $1.87 million. Each of $290 thousandthese decreases were primarily due to an improvement in historical loss rates. In summary, the overall level of the allowance for loan losses was relatively stable in comparison toyear-end 2016 as a result of offsetting factorsimproved economic conditions and improved expectations within the portfolio as described above.

reasonable and supportable forecast.

An allowance is established for probable creditestimated lifetime losses on impairedfor loans via specific allocations.that are individually assessed. Nonperforming commercial loans and leases are regularly reviewed to identify impairment.expected credit losses. A loan or lease is impairedindividually assessed for expected credit losses when based on current information and events, it is probable that the Company willloan does not be able to collect all amounts contractually due.share similar characteristics with other loans in the portfolio. Measuring impairmentexpected credit losses of a loan requires judgment and estimates, and the eventual outcomes may differ from

those estimates. Impairment isExpected credit losses are measured based upon the present value of expected future cash flows from the loan discounted at the loan’s effective rate, the loan’s observable market price or the fair value of collateral if the loan is collateral dependent. When the selected measure is less than the recorded investment in the loan, an impairmentexpected credit loss has occurred. The allowance for impaired loans and leases that were individually assessed was $26.75$3.44 million at SeptemberJune 30, 20172021 and $23.42$7.78 million

at December 31, 2016.2020. In comparison to the prior
year-end,
this element of the allowance increaseddecreased by $3.33$4.34 million primarily due to increased specific
charge-off
of previously recognized allocations for commercial, financial & agriculturalprobable credit losses on individually assessed loans as well as repayment of individually assessed loans.

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Management believes that the allowance for credit losses of $75.73$238.44 million at SeptemberJune 30, 20172021 is adequate to provide for probableexpected losses on existing loans and lending-related commitments based on information currently available. Note 6 to the accompanying unaudited Notes to Consolidated Financial Statements provides a progression of the allowance for loan losses by portfolio segment.

United’s loan administration policies are focused on the risk characteristics of the loan portfolio in terms of loan approval and credit quality. The commercial loan portfolio is monitored for possible concentrations of credit in one or more industries. Management has lending limits as a percentage of capital per type of credit concentration in an effort to ensure adequate diversification within the portfolio. Most of United’s commercial loans are secured by real estate located in West Virginia, southeastern Ohio, Pennsylvania, Virginia, Maryland, North Carolina, South Carolina and the District of Columbia. It is the opinion of management that these commercial loans do not pose any unusual risks and that adequate consideration has been given to these loans in establishing the allowance for credit losses.

The provision for credit losses related to held to maturity securities for the first half of 2021 and 2020 was immaterial. The allowance for credit losses related to held to maturity securities was $31 thousand as of June 30, 2021 as compared to $23 thousand as of December 31, 2020. There was no provision for credit losses recorded on available for sale investment securities for the first half of 2021 and 2020 and no allowance for credit losses on available for sale investment securities as of June 30, 2021 and December 30, 2020. Due to loan interest payment deferrals granted by United under the CARES Act, United assessed the collectability of the accrued interest receivables on these deferring loans as of June 30, 2021. As a result of this assessment, United released reserves of $70 thousand and $221 thousand for the second quarter and first half of 2021. The allowance for accrued interest receivables not expected to be collected as of June 30, 2021 was $29 thousand as compared to $250 thousand at December 31, 2020.
Management is not aware of any potential problem loans or leases, trends or uncertainties, which it reasonably expects, will materially impact future operating results, liquidity, or capital resources which have not been disclosed. Additionally, management has disclosed all known material credits, which cause management to have serious doubts as to the ability of such borrowers to comply with the loan repayment schedules.

Other Income

Other income consists of all revenues, which are not included in interest and fee income related to earning assets. Noninterest income has been and will continue to be an important factor for improving United’s profitability. Recognizing the importance, management continues to evaluate areas where noninterest income can be enhanced.

Noninterest income for the thirdsecond quarter of 20172021 was $38.23$62.85 million, an increasea decrease of $19.21$25.54 million or 100.98%28.90% from the thirdsecond quarter of 2016.2020. Noninterest income for the first nine monthshalf of 20172021 was $98.88$155.42 million, which was an increase of $45.50$30.22 million or 85.24%24.14% from the first nine monthshalf of 2016.

2020. Both differences from the second quarter and first half of 2020 were due mainly to changes in income from mortgage banking activities.

Income from mortgage banking activities totaled $20.39$36.94 million for the thirdsecond quarter of 20172021 compared to $982 thousand$68.21 million for the same period of 2016.2020, a decline of $31.27 million or 45.84%. The decrease was due mainly to a decline in the fair value of derivatives associated with a declining interest rate lock commitment pipeline although sales activity increased. For the three months ended June 30, 2021 and 2020, mortgage loan sales were $1.88 billion and $1.59 billion, respectively. For the first nine monthshalf of 20172021 and 2016,2020, income from mortgage banking activities was $43.60$102.34 million and $2.50$85.84 million, respectively. The increasesincrease of $16.48 million for 2017 are the resultfirst half of 2021 was due mainly to increased sales of mortgage loans in the acquisitionsecondary market and the addition of Cardinal and, in particular, the acquisition of its mortgage banking subsidiary, George Mason.operations from the Carolina Financial acquisition. For the threesix months ended SeptemberJune 30, 20172021 and 2016,2020, mortgage loan sales were $908.60 million and $43.32 million, respectively. For the nine months ended September 30, 2017 and 2016, mortgage loan sales were $1.67$3.72 billion and $112.70$2.21 billion, respectively.
Mortgage loan servicing income for the second quarter and first half of 2021 increased $852 thousand and $3.21 million respectively.

Forfrom the thirdsecond quarter and first half of 2017, fees2020 due to increased mortgage servicing activity.

Fees from depositbrokerage services were $8.74for the second quarter and first half of 2021 increased $1.00 million or 37.83% and $2.41 million or 43.29%, respectively, from the second quarter and first half of 2020. This increase was due to an increased volume of transactions.
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Fees from trust services for the second quarter and first half of 2021 increased $932 thousand or 28.58% and $1.21 million or 17.97%, respectively, from the second quarter and first half of 2020. This increase was due to an increase of $438 thousand or 5.27% from the third quarter of 2016. In particular, overdraft fees and ATM income increased $167 thousand and $160 thousand, respectively. in managed assets.
Fees from deposit services for the second quarter and first nine monthshalf of 2017 were $24.982021 increased $1.34 million anor 16.65% and $2.28 million or 14.24%, respectively, from the second quarter and first half of 2020. Generally, the increase was due primarily to higher income from overdraft fees, debit card and automated teller machine (“ATM”) fees due to the waiving of $309fees towards the end of the first quarter and during the second quarter of 2020 as a result of the
COVID-19
pandemic.
Fees from bankcard services for the second quarter and first half of 2021 increased $650 thousand or 1.25%90.53% and $721 thousand or 42.14%, respectively, from the second quarter and first nine monthshalf of 2016. In particular, debit card income2020. This increase was due to an increased $236 thousand during the first nine monthsvolume of 2017.

Partially offsetting these increases to noninterest income was a decline in income from bank-owned life insurance policies. transactions.

Income from bank-owned life insurance (“BOLI”) for the third quarter and first nine monthshalf of 2017 decreased $1.142021 was $3.06 million, a decrease of $618 thousand or 44.79% and $1.04 million or 21.07%, respectively,16.80% from the third quarter and first nine monthshalf of 2016. These decreases were2020 due to a decrease in death benefits. For the first half of 2020, United recognized death benefits recorded in the third quarterfrom BOLI of 2016.

$1.19 million.

On a linked-quarter basis, noninterest income for the third quarter of 2017 decreased $2.28 million or 5.62% from the second quarter of 20172021 decreased $29.73 million, or 32.11%, from the first quarter of 2021 primarily due mainly to a declinedecrease of $2.15$28.45 million in income from mortgage banking activities despite increased production and sales of mortgage loans in the secondary market. The decline was due mainly to the impact of Accounting Standards Codification (ASC) 815 “Derivatives and Hedging” (ASC815-10-S99-1), formerly Staff Accounting Bulletin (SAB) 109, accounting requirement to record unrealized gains associated with George Mason’s locked mortgage loan pipeline which creates a timing difference in the recognition of income as the loans are sold. The impact of ASC815-10-S99-1 resulted in a decline of $4.48 million in income for the third quarter of 2017 versus an increase of $1.02 million in income for the second quarter of 2017.

activities.

Other Expenses

Just as management continues to evaluate areas where noninterest income can be enhanced, it strives to improve the efficiency of its operations to reduce costs. Other expenses include all items of expense other than interest expense, the provision for loancredit losses, and income taxes. Noninterest expense increased $33.88decreased $10.42 million or 53.96%6.98% for the thirdsecond quarter of 20172021 compared to the same period in 2016.2020. For the first nine monthshalf of 2017,2021, noninterest expense increased $85.94was $287.88 million, which was an increase of $37.37 million or 46.28%14.92% from the first nine monthshalf of 2016. Generally, these increases in 2017 from 2016 were the result of additional general operating expenses and increased merger-related charges from the Cardinal acquisition.

2020.

Employee compensation for the third quarterfirst half of 20172021 increased $20.10$27.76 million or 82.99%24.53% from the third quarterfirst half of 2016. Employee compensation increased $54.12 million or 78.29%2020. The increase for the first nine monthshalf of 2017 when compared to the first nine months of 2016. Merger severance charges of $12.78 million from the Cardinal acquisition were included in first nine months of 2017 as compared to $670 thousand in the first nine of 2016 from the Bank of Georgetown acquisition. Otherwise, base salaries for the third quarter and first nine months of 2017 increased $9.37 million or 44.67% and $19.49 million or 32.41%, respectively, from the same time periods in 20162021 was due mainly to additional employees from the CardinalCarolina Financial acquisition. The remainder of the increase in employee compensation for the third quarter and first nine monthshalf of 20172021 was due mainly to higher employee commissions and incentives and commissions expense mainlyprimarily related to the increased mortgage banking production of George Mason.

production.

Employee benefits expense for the thirdsecond quarter of 20172021 increased $2.10$1.69 million or 28.00%13.23% from the thirdsecond quarter of 2016.2020. Employee benefits expense for the first nine monthshalf of 20172021 increased $5.99$6.36 million or 28.03%26.97% as compared to the first nine monthshalf of 2016.2020. The increases for thirdthe second quarter and first nine monthshalf of 20172021 were due in large part to additional health insurance expense of $1.11 million and $2.68 million, respectively, from the same time periods last yearprimarily due to higher premiums and additional employees from the Cardinal acquisition. In addition,levels of Federal Insurance Contributions Act (FICA)(“FICA”), health insurance and postretirement expense for third quarter and first nine months of 2017 increased $784 thousand and $2.69 million, respectively, from the third quarter and first nine months of 2016 due mainly to the additional employees from the Cardinal acquisition

Carolina Financial acquisition. The increase in FICA expense was also due to the higher commissions and incentives expense.

Net occupancy expense increased $2.45$1.66 million or 35.34%8.58% for the first half of 2021 as compared to the same period in 2020. The increases were due primarily to increases in building depreciation and $9.12maintenance expenses mainly as a result of the offices added in the Carolina Financial acquisition.
OREO expense for the first half of 2021 increased $2.48 million as declines in the fair value of OREO properties increased from the first half of 2020.
Equipment expense increased $826 thousand or 16.51% and $3.03 million or 43.52%34.18% for the thirdsecond quarter and first ninesix months of 2017,2021, respectively, as compared to the same periods in the prior year.2020. The increases were due mainly to additional building rentalhigher maintenance costs and depreciation expense fromprimarily due to the offices added in the CardinalCarolina Financial acquisition. Included in net occupancy
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Data processing expense decreased $8.97 million or 56.32% and $7.45 million or 34.76% for the first nine months of 2017 were charges of $5.93 million for the termination of leases and the reduction in the value of leasehold improvements for closed offices in the Cardinal acquisition as compared to charges of $1.58 million in the thirdsecond quarter and first nine monthshalf of 2016 for the termination of leases for closed offices in the Bank of Georgetown acquisition.

Other real estate owned (OREO) expense for the third quarter of 2017 increased $1.37 million or 102.16% from the third quarter of 2016 due to declines in the fair value on OREO properties.

Data processing expense increased $1.74 million or 45.11% and $3.97 million or 36.05% for the third quarter and first nine months of 2017,2021, respectively, as compared to the second quarter and first half of 2020. These decreases were due mainly to a $9.66 million penalty in the second quarter of 2020 to terminate the contract with Carolina Financial’s data processor.

Mortgage loan servicing expense and impairment for the second quarter and first half of 2021 increased $1.09 million and $4.13 million, respectively, from the same time periods in prior year2020. The increases were due to additional processingan increase in mortgage servicing activity as a result of the Cardinal acquisition.acquisition of Carolina Financial and Crescent Mortgage. In addition, United recorded a $250 thousand temporary impairment charge, net of recoveries on its mortgage servicing rights during the results for first nine months of 2017 included a penalty of $525 thousand for the termination of Cardinal’s data processing contract.

Federal Deposit Insurance Corporation (FDIC) insurance expense for the thirdsecond quarter and first nine monthshalf of 2017 decreased $5462021 as compared to a temporary impairment charge on its mortgage servicing rights of $710 thousand or 26.17% and $1.28 million or 20.17%, respectively, fromduring the thirdsecond quarter and first nine monthshalf of 2016 due to lower premiums.

2020.

Other expense for the thirdsecond quarter of 2017 increased $5.752021 decreased $3.60 million or 40.18%11.86% from the thirdsecond quarter of 2016. Other expense for the first nine months of 2017 increased $12.63 million or 28.19% from the first nine months of 2016.2020. Included in other expense for the thirdsecond quarter and first nine months of 2017 were merger-related expenses of $434 thousand and $5.83$5.52 million respectively,for the Carolina Financial acquisition as compared to merger-related expenses of $620$183 thousand and $2.78 million, respectively for the thirdannounced Community Bankers Trust merger in the second quarter and first nine months of 2016. Amortization of core deposit intangibles increased $1.12 million and $2.60 million2021. The expense for the thirdreserve for unfunded commitments for the second quarter and first nine months of 2017, respectively, as compared2021 decreased $2.17 million from the same time period in 2020 due to a $1.84 million expense related to the same periods in 2016 due to the additional core deposit intangibles addedreserve for acquired unfunded commitments from Carolina Financial which was recorded in the Cardinal acquisition. Business and occupation (B&O) taxes increased $1.32 million and $2.47 million for the thirdsecond quarter and first nine months of 2017, respectively, as compared to the same periods in 2016.

2020.

On a linked-quarter basis, noninterest expense for the third quarter of 2017 decreased $15.49 million or 13.81% from the second quarter of 2017 generally2021 decreased $9.98 million, or 6.70%, from the first quarter of 2021 primarily due to decreases of $3.86 million in employee compensation and $3.25 million in OREO expense. Employee compensation declined from the first quarter of 2021 primarily due to a decline of $22.62 million in merger-related expenses. Partially offsetting this decrease was an increasecommissions and incentives mainly related to mortgage banking operations while the decline in OREO expense of $2.19 millionwas due mainly to fewer declines in the fair value of OREO properties.

Income Taxes

For the thirdsecond quarter and first half of 2017,2021, income tax expense was $27.84$24.46 million and $52.02 million, respectively, as compared to $18.85$11.02 million for the third quarter of 2016. This increase was mainly due to higher earnings and a higher effective tax rate as the result of a reduction$20.91 million, respectively, in the income tax expense for the thirdsecond quarter and first half of 2016 due to an increase in United’s deferred tax rate. For the first nine months of 2017, income tax expense was $67.36 million as compared to $53.10 million for the first nine months of 20162020. These increases were due to higher earnings and a higher effective tax rate. On a linked-quarter basis, income tax expense increased $8.53decreased $3.11 million due to higherlower earnings partially offset by a decline infrom the effective tax rate due to the Cardinal acquisition.first quarter of 2021. United’s effective tax rate was 32.91% for the third quarter of 2017, 34.25%20.50% for the second quarter of 2017 and 31.24%2021, 17.30% for the thirdsecond quarter of 2016.2020 and 20.50% for the first quarter of 2021. For the first nine monthshalf of 20172021 and 2016,2020, United’s effective tax rate was 33.68%20.50% and 32.97%18.38%, respectively. For further details related to income taxes, see Note 1517 of the unaudited Notes to Consolidated Financial Statements contained within this document.

Contractual Obligations, Commitments, Contingent Liabilities

Liquidity andOff-Balance Sheet Arrangements

United has various financial obligations, including contractual obligations and commitments, that may require future cash payments. Please refer to United’s Annual Report on Form10-K for the year ended December 31, 2016 for disclosures with respect to United’s fixed and determinable contractual obligations. As previously mentioned, United completed its acquisition of Cardinal during the second quarter of 2017. As such, United assumed the financial obligations of Cardinal, including contractual obligations and commitments, which also may require future payments. Otherwise, there have been no material changes outside the ordinary course of business sinceyear-end 2016 in the specified contractual obligations disclosed in United’s Annual Report on Form10-K.

As of September 30, 2017, United recorded a liability for uncertain tax positions, including interest and penalties, of $2.41 million in accordance with ASC topic 740. This liability represents an estimate of tax positions that United has

taken in its tax returns which may ultimately not be sustained upon examination by tax authorities. Since the ultimate amount and timing of any future cash settlements cannot be predicted with reasonable certainty, this estimated liability is excluded from the contractual obligations table in the 2016 Form10-K report.

United also enters into derivative contracts, mainly to protect against adverse interest rate movements on the value of certain assets or liabilities, under which it is required to either pay cash to or receive cash from counterparties depending on changes in interest rates. Derivative contracts are carried at fair value and not notional value on the consolidated balance sheet. Because the derivative contracts recorded on the balance sheet at September 30, 2017 do not present the amounts that may ultimately be paid under these contracts, they are excluded from the contractual obligations table in the 2016 Form10-K report. Further discussion of derivative instruments is presented in Note 11 to the unaudited Notes to Consolidated Financial Statements.

United is a party to financial instruments withoff-balance-sheet risk in the normal course of business to meet the financing needs of its customers. These financial instruments include loan commitments and standby letters of credit. United’s maximum exposure to credit loss in the event of nonperformance by the counterparty to the financial instrument for the loan commitments and standby letters of credit is the contractual or notional amount of those instruments. United uses the same policies in making commitments and conditional obligations as it does foron-balance sheet instruments. Since many of the commitments are expected to expire without being drawn upon, the total commitment amount does not necessarily represent future cash requirements. Further discussion ofoff-balance sheet commitments is included in Note 10 to the unaudited Notes to Consolidated Financial Statements.

Liquidity

Capital Resources

In the opinion of management, United maintains liquidity that is sufficient to satisfy its depositors’ requirements and the credit needs of its customers. Like all banks, United depends upon its ability to renew maturing deposits and other liabilities on a daily basis and to acquire new funds in a variety of markets. A significant source of funds available to United is “core deposits”. Core deposits include certain demand deposits, statement and special savings and NOW accounts. These deposits are relatively stable, and they are the lowest cost source of funds available to United. Short-term borrowings have also been a significant source of funds. These include federal funds purchased and securities sold under agreements to repurchase as well as advances from the FHLB. Repurchase agreements represent funds which are obtained as the result of a competitive bidding process.

Liquid assets are cash and those items readily convertible to cash. All banks must maintain sufficient balances of cash and near-cash items to meet the
day-to-day
demands of customers and United’s cash needs. Other than cash and due from banks, the available for sale securities portfolio and maturing loans are the primary sources of liquidity.

The goal of liquidity management is to ensure the ability to access funding which enables United to efficiently satisfy the cash flow requirements of depositors and borrowers and meet United’s cash needs. Liquidity is managed by monitoring
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funds’ availability from a number of primary sources. Substantial funding is available from cash and cash equivalents, unused short-term borrowing and a geographically dispersed network of branches providing access to a diversified and substantial retail deposit market.

Short-term needs can be met through a wide array of outside sources such as correspondent and downstream correspondent federal funds and utilization of Federal Home Loan Bank advances.

Other sources of liquidity available to United to provide long-term as well as short-term funding alternatives, in addition to FHLB advances, are long-term certificates of deposit, lines of credit, borrowings that are secured by bank premises or stock of United’s subsidiaries and issuances of trust preferred securities. In the normal course of business, United through its Asset Liability Committee evaluates these as well as other alternative funding strategies that may be utilized to meet short-term and long-term funding needs.

For the ninefirst six months ended SeptemberJune 30, 2017,2021, cash of $125.15$351.96 million was provided by operating activities due mainly to net income of $132.61$201.73 million. In addition, mortgage banking activities added cash of $142.11 million forto the first nine monthsnet income amount as sales of 2017.mortgage loans in the secondary market exceeded originations. Net cash of $384.45$293.76 million was provided by investing activities which was primarily due to net loan repayments on loans of $369.23$710.86 million partially offset by $364.82 million of purchases of investment securities over proceeds from sales and the $50.00 million purchase of bank-owned life insurance policies. During the first half of 2021, net cash of $44.53 million provided in the acquisition of Cardinal. During the first nine months of 2017, net cash of $197.09$822.61 million was used inprovided by financing activities due primarily to a declinenet growth of $984.73 million in deposits of $269.74 million,deposits. These funding activities were partially offset by the net repayment of $50.00 million in long-term borrowingsFHLB advances, cash dividends paid of $30.21$90.72 million, and net repurchases of $11.21 million of United common stock for the paymentfirst six months of cash dividends in the amount of $86.71 million. Partially offsetting these decreases to cash were net proceeds of $200.00 million in short-term FHLB borrowings.2021. The net effect of the cash flow activities was an increase in cash and cash equivalents of $312.51 million$1.47 billion for the first ninesix months of 2017.

2021.

United anticipates it can meet its obligations over the next 12 months and has no material commitments for capital expenditures. There are no known trends, demands, commitments, or events that will result in or that are reasonably likely to result in United’s liquidity increasing or decreasing in any material way. United also has lines of credit available. See Notes 810 and 911 to the accompanying unaudited Notes to Consolidated Financial Statements for more details regarding the amounts available to United under lines of credit.

The Asset Liability Committee monitors liquidity to ascertain that a liquidity position within certain prescribed parameters is maintained. No changes are anticipated in the policies of United’s Asset Liability Committee.

Capital Resources

United’s capital position is financially sound. United seeks to maintain a proper relationship between capital and total assets to support growth and sustain earnings. United has historically generated attractive returns on shareholders’ equity. United is well-capitalized based upon regulatory guidelines. United’s risk-based capital ratio is 14.26%15.93% at SeptemberJune 30, 20172021 while its Common Equity Tier 1 capital, Tier 1 capital and leverage ratios are 11.99%13.66%, 11.99%13.66% and 10.09%10.33%, respectively. The June 30, 2021 ratios reflects United’s election of a five-year transition provision, allowed by the Federal Reserve Board and other federal banking agencies in response to the
COVID-19
pandemic, to delay for two years the full impact of CECL on regulatory capital, followed by a three-year transition period. The regulatory requirements for a well-capitalized financial institution are a risk-based capital ratio of 10.0%, a Common Equity Tier 1 capital ratio of 6.5%, a Tier 1 capital ratio of 8.0% and a leverage ratio of 5.0%.

Total shareholders’ equity was $3.26$4.39 billion at SeptemberJune 30, 2017, increasing $1.03 billion2021, which was an increase of $96.09 million or 45.98%2.24% from December 31, 20162020. This increase is primarily due to an increase of $111.21 million in retained earnings (net income less dividends declared). Partially offsetting this increase was a decrease of $11.85 million in accumulated other comprehensive income due mainly to an
after-tax
decrease in the Cardinal acquisition. fair value of available for sale securities. Treasury stock increased $11.28 million or 7.09% due to the repurchase of 306,204 shares of United common stock under a stock repurchase plan approved by United’s Board of directors in November of 2019.
United’s equity to assets ratio was 17.06%16.16% at SeptemberJune 30, 20172021 as compared to 15.41%16.41% at December 31, 2016.2020. The primary capital ratio, capital and reserves to total assets and reserves, was 17.39%16.89% at SeptemberJune 30, 20172021 as compared to 15.84%17.22% at December 31, 2016.2020. United’s average equity to average asset ratio was 17.25%16.21% for the thirdsecond quarter of 20172021 as compared to 14.38%16.07% the thirdsecond quarter of 2016.2020. United’s average equity to average asset ratio was 16.58% for the first nine months of 2017 as compared to 14.24%16.31% for the first half of 2016.2021 as compared to 16.47% the first half of 2020. All of these financial measurements reflect a financially sound position.

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During the thirdsecond quarter of 2017,2021, United’s Board of Directors declared a cash dividend of $0.33$0.35 per share. Cash dividends were $0.99$0.70 per common share for the first ninesix months of 2017.2021. Total cash dividends declared were $34.64$45.27 million for the thirdsecond quarter of 20172021 and $96.04$90.52 million for the first ninesix months of 20172021 as compared to $25.22$45.42 million and $73.38 million, respectively, for the thirdsecond quarter of 2020 and $81.02 million for the first ninesix months of 2016.

Item 3.QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

2020.

Item 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
The objective of United’s Asset Liability Management function is to maintain consistent growth in net interest income within United’s policy guidelines. This objective is accomplished through the management of balance sheet liquidity and interest rate risk exposures due to changes in economic conditions, interest rate levels and customer preferences.

Interest Rate Risk

Management considers interest rate risk to be United’s most significant market risk. Interest rate risk is the exposure to adverse changes in United’s net interest income as a result of changes in interest rates. United’s earnings are largely dependent on the effective management of interest rate risk.

Management of interest rate risk focuses on maintaining consistent growth in net interest income within Board-approved policy limits. United’s Asset/Liability Management Committee (ALCO)(“ALCO”), which includes senior management representatives and reports to the Board of Directors, monitors and manages interest rate risk to maintain an acceptable level of change to net interest income as a result of changes in interest rates. Policy established for interest rate risk is stated in terms of the change in net interest income over a
one-year
and
two-year
horizon given an immediate and sustained increase or decrease in interest rates. The current limits approved by the Board of Directors are structured on a staged basis with each stage requiring specific actions.

United employs a variety of measurement techniques to identify and manage its exposure to changing interest rates. One such technique utilizes an earnings simulation model to analyze the sensitivity of net interest income to movements in interest rates. The model is based on actual cash flows and repricing characteristics for on and
off-balance
sheet instruments and incorporates market-based assumptions regarding the impact of changing interest rates on the prepayment rate of certain assets and liabilities. The model also includes executive management projections for activity levels in product lines offered by United. Assumptions based on the historical behavior of deposit rates and balances in relation to changes in interest rates are also incorporated into the model. Rate scenarios could involve parallel or nonparallel shifts in the yield curve, depending on historical, current, and expected conditions, as well as the need to capture any material effects of explicit or embedded options. These assumptions are inherently uncertain and, as a result, the model cannot precisely measure net interest income or precisely predict the impact of fluctuations in interest rates on net interest income. Actual results will differ from simulated results due to timing, magnitude and frequency of interest rate changes as well as changes in market conditions and management’s strategies.

Interest sensitive assets and liabilities are defined as those assets or liabilities that mature or are repriced within a designated time frame. The principal function of managing interest rate risk is to maintain an appropriate relationship between those assets and liabilities that are sensitive to changing market interest rates. The difference between rate sensitive assets and rate sensitive liabilities for specified periods of time is known as the “GAP.” Earnings-simulation analysis captures not only the potential of these interest sensitive assets and liabilities to mature or reprice, but also the probability that they will do so. Moreover, earnings-simulation analysis considers the relative sensitivities of these balance sheet items and projects their behavior over an extended period of time. United closely monitors the sensitivity of its assets and liabilities on an
on-going
basis and projects the effect of various interest rate changes on its net interest margin.

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The following table shows United’s estimated earnings sensitivity profile as of SeptemberJune 30, 20172021 and December 31, 2016:

Change in Interest Rates (basis points)

  Percentage Change in Net Interest Income
  September 30,
2017
 December 31,
2016

+200

  (0.22%) (2.05%)

+100

  (0.02%) (1.05%)

-100

  0.22% 1.87%

-200

  —   —  

2020:

Change in Interest Rates
(basis points)
  
Percentage Change in Net Interest Income
  
June 30, 2021
 
December 31, 2020
+200
  2.60% (4.32%)
+100
  1.16% (2.61%)
-100
  (0.82%) 0.03%
-200
  (1.37%) (0.05%)
At SeptemberJune 30, 2017,2021, given an immediate, sustained 100 basis point upward shock to the yield curve used in the simulation model, net interest income for United is estimated to decreaseincrease by 0.02%1.16% over one year as compared to a decrease of 1.05%2.61% at December 31, 2016.2020. A 200 basis point immediate, sustained upward shock in the yield curve would decreaseincrease net interest income by an estimated 0.22%2.60% over one year as of SeptemberJune 30, 2017,2021, as compared to a decrease of 2.05%4.32% as of December 31, 2016.2020. A 100 basis point immediate, sustained downward shock in the yield curve would increasedecrease net interest income by an estimated 0.22%0.82% over one year as of SeptemberJune 30, 20172021 as compared to an increase of 1.87%0.03%, over one year as of December 31, 2016. With the federal funds rate at 1.25% at September 30, 2017 and 0.75% at December 31, 2016, management believed a2020. A 200 basis point immediate, sustained declinedownward shock in rates was highly unlikely.

the yield curve would decrease net interest income by an estimated 1.37% over one year as of June 30, 2021 as compared to a decrease of 0.05% over one year as of December 31, 2020.

In addition to the one year earnings sensitivity analysis, a
two-year
analysis is also performed. Compared to the one year analysis, United is projected to show improved performance in year two within the upward rate shock scenarios. Given an immediate, sustained 100 basis point upward shock to the yield curve used in the simulation model, net interest income for United is estimated to increase by 2.58%4.94% in year two as of SeptemberJune 30, 2017.2021. A 200 basis point immediate, sustained upward shock in the yield curve would increase net interest income by an estimated 4.80%9.74% in year two as of SeptemberJune 30, 2017.2021. A 100 basis point immediate, sustained downward shock in the yield curve would decrease net interest income by an estimated 1.95%4.95% in year two as of SeptemberJune 30, 2017.

2021. A 200 basis point immediate, sustained downward shock in the yield curve would decrease net interest income by an estimated 6.29% in year two as of June 30, 2021.

This analysis does not include the potential increased refinancing activities, which should lessen the negative impact on net income from falling rates. While it is unlikely market rates would immediately move 100 or 200 basis points upward or downward on a sustained basis, this is another tool used by management and the Board of Directors to gauge interest rate risk. All of these estimated changes in net interest income are and were within the policy guidelines established by the Board of Directors.

To further aid in interest rate management, United’s subsidiary banks are membersbank is a member of the Federal Home Loan Bank (FHLB)(“FHLB”). The use of FHLB advances provides United with a low risk means of matching maturities of earning assets and interest-bearing funds to achieve a desired interest rate spread over the life of the earning assets. In addition, United uses credit with large regional banks and trust preferred securities to provide funding.

As part of its interest rate risk management strategy, United may use derivative instruments to protect against adverse price or interest rate movements on the value of certain assets or liabilities and on future cash flows. These derivatives commonly consist of interest rate swaps, caps, floors, collars, futures, forward contracts, written and purchased options. Interest rate swaps obligate two parties to exchange one or more payments generally calculated with reference to a fixed or variable rate of interest applied to the notional amount. United accounts for its derivative activities in accordance with the provisions of ASC topicTopic 815, “Derivatives and Hedging.”

Extension Risk

A key feature of most mortgage loans is the ability of the borrower to repay principal earlier than scheduled. This is called a prepayment. Prepayments arise primarily due to sale of the underlying property, refinancing, or foreclosure. In general, declining interest rates tend to increase prepayments, and rising interest rates tend to slow prepayments. Like other fixed-income securities, when interest rates rise, the value of mortgage- related securities generally declines. The rate of prepayments on underlying mortgages will affect the price and volatility of mortgage-related securities and may shorten or extend the effective maturity of the security beyond what was anticipated at the time of purchase. If interest rates rise, United’s holdings of mortgage-related securities may experience reduced returns if the borrowers of the underlying mortgages pay off their mortgages later than anticipated. This is generally referred to as extension risk.

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At SeptemberJune 30, 2017,2021, United’s mortgage related securities portfolio had an amortized cost of $1.1$1.6 billion, of which approximately $664$614.6 million or 58%37% were fixed rate collateralized mortgage obligations (CMOs)(“CMOs”). These fixed rate CMOs consisted primarily of planned amortization class (PACs)(“PACs”),
sequential-pay
and accretion directed (VADMs)(“VADMs”) bonds having an average life of approximately 3.93.5 years and a weighted average yield of 2.51%1.94%, under current projected prepayment assumptions. These securities are expected to have very little extension risk in a rising rate environment. Current models show that given an immediate, sustained upward shock of 300 basis points, the average life of these securities would only extend to 4.65.3 years. The projected price decline of the fixed rate CMO portfolio in rates up 300 basis points would be 11.3%12.2%, or less than the price decline of a
5-
year treasury note. By comparison, the price decline of a
30-year current
2% coupon mortgage backed security (MBS) given an immediate, sustained upward shock of(“MBS”) in rates higher by 300 basis points would be approximately 16.9%22.8%.

United had approximately $257$585.8 million in balloon and other securitiesfixed rate Commercial Mortgage Backed Securities (“CMBS”) with a projected yield of 2.12%2.14% and a projected average life of 4.15.3 years on SeptemberJune 30, 2017.2021. This portfolio consisted primarily of Freddie Mac Multifamily K securities and Fannie Mae Delegated Underwriting and Servicing (DUS) mortgage backed(“DUS”) securities (MBS) with a weighted average loan age (WALA)maturity (“WAM”) of 3.8 years and a weighted average maturity (WAM) of 4.48.2 years.

United had approximately $63$17.3 million in
15-year
mortgage backed securities with a projected yield of 2.20% and a projected average life of 3.72.6 years as of SeptemberJune 30, 2017.2021. This portfolio consisted of seasoned
15-year
mortgage paper with a weighted average loan age (WALA)(“WALA”) of 4.78.5 years and a weighted average maturity (WAM)(“WAM”) of 9.97.7 years.

United had approximately $69$192.5 million in
20-year
mortgage backed securities with a projected yield of 2.68%1.41% and a projected average life of 5 years on SeptemberJune 30, 2017.2021. This portfolio consisted of seasoned
20-year
mortgage paper with a weighted average loan age (WALA)(“WALA”) of 5.11.5 years and a weighted average maturity (WAM)(“WAM”) of 14.518.4 years.

United had approximately $65$159.9 million in
30-year
mortgage backed securities with a projected yield of 2.60%2.22% and a projected average life of 5.54.4 years on SeptemberJune 30, 2017.2021. This portfolio consisted of seasoned
30-year
mortgage paper and Home Equity Conversion Mortgages with a weighted average loan age (WALA)(“WALA”) of 2.33.5 years and a weighted average maturity (WAM)(“WAM”) of 26.324.2 years.

The remaining 2%5% of the mortgage related securities portfolio at Septemberon June 30, 2017,2021, included adjustablefloating rate securities (ARMs),10-yearCMO, CMBS and mortgage backed pass-through securitiessecurities.
Item 4. CONTROLS AND PROCEDURES
Evaluation of Disclosure Controls and other fixed rate mortgage backed securities.

Item 4.CONTROLS AND PROCEDURES

Procedures

As of SeptemberJune 30, 2017,2021, an evaluation was performed under the supervision of and with the participation of United’s management, including the Chief Executive Officer (CEO)(“CEO”) and Chief Financial Officer (CFO)(“CFO”), of the effectiveness of the design and operation of United’s disclosure controls and procedures. Based on that evaluation, United’s management, including the CEO and CFO, concluded that United’s disclosure controls and procedures as of SeptemberJune 30, 20172021 were effective in ensuring that information required to be disclosed in the Quarterly Report on Form
10-Q
was recorded, processed, summarized and reported within the time period required by the Securities and Exchange Commission’s rules and forms.
Limitations on the Effectiveness of Controls
United’s management, including the CEO and CFO, does not expect that United’s disclosure controls and internal controls will prevent all errors and fraud. While United’s disclosure controls and procedures are designed to provide reasonable assurance of achieving their objective, a control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within the Company have been detected. These inherent limitations include the realities that judgments in decision-
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making can be faulty, and that breakdowns can occur because of simple error or mistake. Additionally, controls can be circumvented by the individual acts of some persons, by collusion of two or more people, or by management override of the controls.
Changes in Internal Controls
There have been no changes in United’s internal control over financial reporting (as defined in Rules
13a-15(e)
and
15d-15(f)
under the Exchange Act) that occurred during the quarter ended SeptemberJune 30, 2017,2021, or in other factors that have materially affected or are reasonably likely to materially affect United’s internal control over financial reporting.

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PART II - OTHER INFORMATION

Item 1.LEGAL PROCEEDINGS

Item 1. LEGAL PROCEEDINGS
United and its subsidiaries are currently involved in various legal proceedings in the normal course of business. Management is vigorously pursuing all its legal and factual defenses and, after consultation with legal counsel, believes that all such litigation will be resolved with no material effect on United’s financial position.

Item 1A.RISK FACTORS

Item 1A. RISK FACTORS
In addition to the other information set forth in this report, please refer to United’s Annual Report on Form
10-K
for the year ended December 31, 20162020 for disclosures with respect to United’s risk factors which could materially affect United’s business, financial condition or future results. The risks described in the Annual Report on Form
10-K
are not the only risks facing United. Additional risks and uncertainties not currently known to United or that United currently deems to be immaterial also may materially adversely affect United’s business, financial condition and/or operating results. There are no material changes from the risk factors disclosed in United’s Annual Report on Form10-K for the year ended December 31, 2016.

Item 2.UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

Item 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
There have been no United equity securities sales during the quarter ended SeptemberJune 30, 20172021 that were not registered. The table below includes certain information regarding United’s purchase of its common shares during the quarter ended SeptemberJune 30, 2017:

Period

  Total Number
of Shares
Purchased

(1)(2)
   Average
Price Paid

per Share
   Total Number  of
Shares
Purchased as
Part of Publicly
Announced
Plans (3)
   Maximum Number
of Shares that May
Yet be Purchased
Under the Plans (3)
 

7/01 – 7/31/2017

   0   $00.00    0    2,000,000 

8/01 – 8/31/2017

   4   $41.58    0    2,000,000 

9/01 – 9/30/2017

   0   $00.00    0    2,000,000 
  

 

 

   

 

 

   

 

 

   

Total

   4   $41.58    0   
  

 

 

   

 

 

   

 

 

   

2021:
Period
  
Total Number
of Shares
Purchased
(1) (2)
   
Average
Price Paid
per Share
   
Total Number of
Shares
Purchased as
Part of Publicly
Announced
Plans (3)
   
Maximum Number
of Shares that May
Yet be Purchased
Under the Plans (3)
 
4/01 – 4/30/2021
   0   $00.00    0    3,033,796 
5/01 – 5/31/2021
   1,915   $41.38    0    3,033,796 
6/01 – 6/30/2021
   0   $00.00    0    3,033,796 
  
 
 
   
 
 
   
 
 
   
Total
   1,915   $41.38    0   
  
 
 
   
 
 
   
 
 
   
(1)
Includes shares exchanged in connection with the exercise of stock options or the vesting of restricted stock under United’s stock optionlong-term incentive plans. Shares are purchased pursuant to the terms of the applicable stock option plan and not pursuant to a publicly announced stock repurchase plan. For the quarter ended SeptemberJune 30, 2017, no2021 – 1,912 shares at an average price of $41.39 were exchanged by participants in United’s stock optionlong-term incentive plans.
(2)
Includes shares purchased in open market transactions by United for a rabbi trust to provide payment of benefits under a deferred compensation plan for certain key officers of United and its subsidiaries. For the quarter ended SeptemberJune 30, 2017,2021, the following shares were purchased for the deferred compensation plan: August 2017May 202143 shares at an average price of $41.58.$38.67.
(3)
In August of 2017,October 2019, United’s Board of Directors approved a repurchase plan to repurchase up to 2 million4,000,000 shares of United’s common stock on the open market (the 2017 Plan)“2019 Plan”). The timing, price and quantity of purchases under the planplans are at the discretion of management and the plan may be discontinued, suspended or restarted at any time depending on the facts and circumstances.

Item 3.DEFAULTS UPON SENIOR SECURITIES

Item 3. DEFAULTS UPON SENIOR SECURITIES
None.

Item 4.MINE SAFETY DISCLOSURES

88

Table of Contents
Item 4. MINE SAFETY DISCLOSURES
None.

Item 5.OTHER INFORMATION

Item 5. OTHER INFORMATION
 (a)
None.

 (b)
No changes were made to the procedures by which security holders may recommend nominees to United’s Board of Directors.

Item 6.EXHIBITS

Item 6. EXHIBITS
Index to exhibits required by Item 601 of Regulation
S-K

Exhibit

No.

  

Description

    2.1  Agreement and Plan of ReorganizationMerger, dated November 17, 2019, by and amongbetween United Bankshares, UBV Holding Company, LLCInc. and CardinalCarolina Financial Corporation (incorporated into this filing by reference to Exhibit 2.1 to the Form8-K dated AugustNovember 17, 20162019 and filed AugustNovember 18, 20162019 for United Bankshares, Inc., File No. 0-13322) 002-86947)
    2.2Agreement and Plan of Reorganization, dated June 2, 2021, by and between United Bankshares, Inc. and Community Bankers Trust Corporation (incorporated into this filing by reference to Exhibit 2.1 to the Form 8-K dated June 2, 2021 and filed June 3, 2021 for United Bankshares, Inc., File No. 002-86947)
    3.1  Articles of Incorporation (incorporated into this filing by reference to a Quarterly Report on Form10-Q dated March 31, 2017 and filed May 9, 2017 for United Bankshares, Inc., FileNo.0-13322)No.002-86947)
    3.2  Bylaws (incorporated into this filing by reference to a Current Report on Form8-K dated January 25, 2010 and filed January 29, 2010on March 20, 2020 for United Bankshares, Inc., FileNo.0-13322)No.002-86947)
    4.1Description of Registrant’s Securities (incorporated into this filing by reference to an Annual Report on Form 10-K dated December 31, 2019 and filed March 2, 2020 for United Bankshares, Inc., File No.002-86947)
  31.1  Certification as Adopted Pursuant to Section 302(a) of the Sarbanes-Oxley Act of 2002 by Chief Executive Officer (filed herewith)
  31.2  Certification as Adopted Pursuant to Section 302(a) of the Sarbanes-Oxley Act of 2002 by Chief Financial Officer (filed herewith)
  32.1  Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 by Chief Executive Officer (furnished herewith)
  32.2  Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 by Chief Financial Officer (furnished herewith)
101  Interactive data file (XBRL)(inline XBRL) (filed herewith)
104Cover Page (embedded in inline XBRL and contained in Exhibit 101)

89

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 thereunto duly authorized.

   UNITED BANKSHARES, INC.
   (Registrant)
Date: 

November

August 9, 2017

2021
  

/s/ Richard M. Adams

   Richard M. Adams, Chairman of
   the Board and Chief Executive Officer
Date: 

November

August 9, 2017

2021
  

/s/ W. Mark Tatterson

   W. Mark Tatterson, Executive
Vice President and Chief
Financial Officer

92

90