UBSI United Bankshares

Filed: 25 Nov 20, 11:09am





Washington, D.C. 20549




(Amendment No. 1)




Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):

September 17, 2020



United Bankshares, Inc.

(Exact name of registrant as specified in its charter)




West Virginia No. 002-86947 55-0641179

(State or other jurisdiction of

incorporation or organization)



File Number)


(I.R.S. Employer

Identification No.)

300 United Center

500 Virginia Street, East

Charleston, West Virginia 25301

(Address of Principal Executive Offices)

(304) 424-8800

(Registrant’s telephone number, including area code)

Not Applicable

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



Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:



Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)



Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)



Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))



Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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


Title of each class





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 is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.

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.  ☐




Explanatory Note

On September 17, 2020, United Bankshares, Inc. (“United”) announced on a Form 8-K (the “Original 8-K”) that its Board of Directors (the “Board”) increased the size of the Board to twelve (12) members and appointed Dr. Patrice A. Harris to serve on the Board as an “independent” director to fill the vacancy created by that action. The appointment was effective October 1, 2020. Committee assignments for Dr. Harris had not been determined as of the filing of the Original 8-K.

United is filing this Amendment No. 1 on Form 8-K/A to supplement the Original 8-K to disclose the Board committees to which Dr. Harris has been appointed.


Item 5.02.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(d)    On November 20, 2020, United, at a meeting of its Board, appointed Dr. Patrice A. Harris as a member of the Governance and Nominating Committee and the Compensation Committee of United. The appointments are effective immediately.


Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


Date:    November 25, 2020  By: 

/s/ W. Mark Tatterson

   W. Mark Tatterson, Executive Vice
   President and Chief Financial Officer