United munity Banks(US:UCBI)2025-08-08 15:47markdown [Glossary of Defined Terms](index=3&type=section&id=Glossary%20of%20Defined%20Terms) This section provides definitions for key terms and acronyms used throughout the report, ensuring clarity and consistent understanding of financial and regulatory terminology - The glossary defines terms such as **ACL** (Allowance for credit losses), **AFS** (Available-for-sale), **ANB** (ANB Holdings, Inc.), **AOCI** (Accumulated other comprehensive income (loss)), **CECL** (Current expected credit losses), **CET1** (Common equity tier 1), **CRE** (Commercial real estate), **FHLB** (Federal Home Loan Bank), **FTE** (Fully taxable equivalent), **GAAP** (Accounting principles generally accepted in the United States of America), **HTM** (Held-to-maturity), **MD&A** (Management's Discussion and Analysis of Financial Condition and Results of Operations), **MBS** (Mortgage-backed securities), **NPA** (Nonperforming asset), **OCI** (Other comprehensive income (loss)), **OREO** (Other real estate owned), **PCD** (Purchased credit deteriorated), and **SBA** (United States Small Business Administration)[5](index=5&type=chunk) [Cautionary Note Regarding Forward-looking Statements](index=4&type=section&id=Cautionary%20Note%20Regarding%20Forward-looking%20Statements) This section advises readers that the report contains forward-looking statements, which are subject to known and unknown risks, uncertainties, assumptions, and changes in circumstances that could cause actual results to differ materially from those anticipated - Forward-looking statements are identified by terms like **'believes'**, **'expects'**, **'may'**, **'will'**, **'could'**, **'should'**, **'projects'**, **'plans'**, **'goal'**, **'targets'**, **'potential'**, **'estimates'**, **'pro forma'**, **'seeks'**, **'intends'**, or **'anticipates'**[6](index=6&type=chunk) - Key risk factors include negative economic and political conditions, changes in loan underwriting, potential effects of pandemics, strategic/market/operational/liquidity/interest rate risks, unanticipated adverse conditions in local economies, loan concentration risks, risks of expansion, ability to attract and retain key employees, competition, fraudulent conduct, cybersecurity risks, reliance on third parties, regulatory initiatives, capital availability, legislative/regulatory/accounting changes, volatility in ACL, adverse legal/regulatory results, asset impairment, limitations on dividend payments, and destabilizing events beyond control[9](index=9&type=chunk) - The company disclaims any obligation to update or revise forward-looking statements, which speak only as of the filing date[8](index=8&type=chunk) [PART I - Financial Information](index=6&type=section&id=PART%20I%20-%20Financial%20Information) [Item 1. Financial Statements](index=6&type=section&id=Item%201.%20Financial%20Statements) This section presents the unaudited consolidated financial statements, including the Balance Sheets, Statements of Income, Comprehensive Income, Changes in Shareholders' Equity, and Cash Flows, providing a snapshot of the company's financial position and performance for the reported periods [Consolidated Balance Sheets (unaudited)](index=6&type=section&id=Consolidated%20Balance%20Sheets%20%28unaudited%29) The consolidated balance sheets show the company's assets, liabilities, and shareholders' equity at June 30, 2025, and December 31, 2024. Total assets increased by **$365.26 million**, driven by growth in loans and leases, net, and cash and cash equivalents, while total liabilities also increased, primarily due to higher deposits | Metric | June 30, 2025 (in thousands) | December 31, 2024 (in thousands) | Change (in thousands) | % Change | | :-------------------------------- | :----------------------------- | :------------------------------- | :-------------------- | :------- | | **ASSETS** | | | | | | Cash and cash equivalents | $574,956 | $519,873 | $55,083 | 10.59% | | Loans and leases, net | $18,704,375 | $17,968,982 | $735,393 | 4.09% | | Total assets | $28,085,521 | $27,720,258 | $365,263 | 1.32% | | **LIABILITIES** | | | | | | Total deposits | $23,963,012 | $23,460,975 | $502,037 | 2.14% | | Short-term borrowings | $— | $195,000 | $(195,000) | -100.00% | | Long-term debt | $155,143 | $254,152 | $(99,009) | -38.96% | | Total liabilities | $24,472,597 | $24,288,131 | $184,466 | 0.76% | | **SHAREHOLDERS' EQUITY** | | | | | | Total shareholders' equity | $3,612,924 | $3,432,127 | $180,797 | 5.27% | [Consolidated Statements of Income (unaudited)](index=7&type=section&id=Consolidated%20Statements%20of%20Income%20%28unaudited%29) The consolidated statements of income show an increase in net income for both the three and six months ended June 30, 2025, compared to the same periods in 2024. This was primarily driven by higher net interest revenue and lower interest expense, despite a decrease in total noninterest income | Metric | Three Months Ended June 30, 2025 (in thousands) | Three Months Ended June 30, 2024 (in thousands) | % Change (YoY) | | :-------------------------------- | :------------------------------------ | :------------------------------------ | :------------- | | Total interest revenue | $347,365 | $346,965 | 0.12% | | Total interest expense | $121,834 | $138,265 | -11.89% | | Net interest revenue | $225,531 | $208,700 | 8.07% | | Total noninterest income | $34,708 | $36,556 | -5.19% | | Provision for credit losses | $11,818 | $12,235 | -3.39% | | Total noninterest expense | $147,919 | $147,044 | 0.60% | | Net income | $78,733 | $66,615 | 18.19% | | Diluted EPS | $0.63 | $0.54 | 16.67% | | Metric | Six Months Ended June 30, 2025 (in thousands) | Six Months Ended June 30, 2024 (in thousands) | % Change (YoY) | | :-------------------------------- | :------------------------------------ | :------------------------------------ | :------------- | | Total interest revenue | $682,722 | $683,693 | -0.14% | | Total interest expense | $245,170 | $275,844 | -11.12% | | Net interest revenue | $437,552 | $407,849 | 7.28% | | Total noninterest income | $70,364 | $76,143 | -7.59% | | Provision for credit losses | $27,237 | $25,134 | 8.37% | | Total noninterest expense | $289,018 | $292,046 | -1.04% | | Net income | $150,146 | $129,246 | 16.17% | | Diluted EPS | $1.21 | $1.05 | 15.24% | [Consolidated Statements of Comprehensive Income (unaudited)](index=8&type=section&id=Consolidated%20Statements%20of%20Comprehensive%20Income%20%28unaudited%29) The consolidated statements of comprehensive income show a significant increase in total comprehensive income for both the three and six months ended June 30, 2025, primarily driven by higher net income and substantial net unrealized gains on available-for-sale securities | Metric | Three Months Ended June 30, 2025 (in thousands) | Three Months Ended June 30, 2024 (in thousands) | % Change (YoY) | | :-------------------------------- | :------------------------------------ | :------------------------------------ | :------------- | | Net income | $78,733 | $66,615 | 18.19% | | Net unrealized gains on AFS securities | $9,046 | $575 | 1473.22% | | Total other comprehensive income | $9,389 | $2,098 | 347.52% | | Comprehensive income | $88,122 | $68,713 | 28.24% | | Metric | Six Months Ended June 30, 2025 (in thousands) | Six Months Ended June 30, 2024 (in thousands) | % Change (YoY) | | :-------------------------------- | :------------------------------------ | :------------------------------------ | :------------- | | Net income | $150,146 | $129,246 | 16.17% | | Net unrealized gains on AFS securities | $35,496 | $722 | 4816.34% | | Total other comprehensive income | $35,749 | $4,655 | 667.97% | | Comprehensive income | $185,895 | $133,901 | 38.83% | [Consolidated Statements of Changes in Shareholders' Equity (unaudited)](index=9&type=section&id=Consolidated%20Statements%20of%20Changes%20in%20Shareholders%27%20Equity%20%28unaudited%29) The consolidated statements of changes in shareholders' equity reflect an increase in total shareholders' equity, primarily driven by net income, other comprehensive income, and the impact of acquisitions, partially offset by common stock dividends and repurchases | Metric | June 30, 2025 (in thousands) | December 31, 2024 (in thousands) | Change (in thousands) | % Change | | :-------------------------------- | :----------------------------- | :------------------------------- | :-------------------- | :------- | | Total shareholders' equity | $3,612,924 | $3,432,127 | $180,797 | 5.27% | | Net income (6 months) | $150,146 | N/A | N/A | N/A | | Other comprehensive income (6 months) | $35,749 | N/A | N/A | N/A | | Impact of acquisitions (6 months) | $65,738 | N/A | N/A | N/A | | Purchases of common stock (6 months) | $(13,942) | N/A | N/A | N/A | | Common stock dividends ($0.48 per share for 6 months) | $(58,548) | N/A | N/A | N/A | [Consolidated Statements of Cash Flows (unaudited)](index=10&type=section&id=Consolidated%20Statements%20of%20Cash%20Flows%20%28unaudited%29) The consolidated statements of cash flows show a positive net change in cash and cash equivalents for the six months ended June 30, 2025, contrasting with a significant decrease in the prior year. This was primarily due to net cash provided by operating and investing activities, and a reduced net cash outflow from financing activities | Metric | Six Months Ended June 30, 2025 (in thousands) | Six Months Ended June 30, 2024 (in thousands) | Change (in thousands) | | :-------------------------------- | :------------------------------------ | :------------------------------------ | :-------------------- | | Net cash provided by operating activities | $195,468 | $193,901 | $1,567 | | Net cash provided by (used in) investing activities | $103,137 | $(247,269) | $350,406 | | Net cash used in financing activities | $(243,522) | $(387,644) | $144,122 | | Net change in cash and cash equivalents | $55,083 | $(441,012) | $496,095 | | Cash and cash equivalents, end of period | $574,956 | $562,863 | $12,093 | [Notes to Consolidated Financial Statements](index=11&type=section&id=Notes%20to%20Consolidated%20Financial%20Statements) This section provides detailed disclosures and explanations for the figures presented in the consolidated financial statements, covering accounting policies, acquisitions, investment securities, loans and credit losses, derivatives, goodwill, fair value measurements, earnings per share, regulatory matters, and commitments [Note 1 – Basis of Presentation](index=11&type=section&id=Note%201%20%E2%80%93%20Basis%20of%20Presentation) The financial statements are prepared in accordance with GAAP and banking regulatory guidelines, are unaudited, and include all necessary normal and recurring adjustments for fair presentation. Interim results are not indicative of full-year performance - United's accounting and financial reporting policies conform to GAAP and reporting guidelines of banking regulatory authorities[20](index=20&type=chunk) - The accompanying interim consolidated financial statements have not been audited, but all material intercompany balances and transactions have been eliminated[20](index=20&type=chunk) - Management believes all necessary accounting adjustments, which are normal and recurring accruals, have been made for fair presentation, but interim results are not necessarily indicative of full-year results[21](index=21&type=chunk) [Note 2 – Supplemental Cash Flow Information](index=11&type=section&id=Note%202%20%E2%80%93%20Supplemental%20Cash%20Flow%20Information) This note provides a supplemental schedule of significant non-cash investing and financing activities, highlighting commitments to fund other investments and details of assets acquired and liabilities assumed in acquisitions | Metric | Six Months Ended June 30, 2025 (in thousands) | Six Months Ended June 30, 2024 (in thousands) | | :------------------------------------ | :------------------------------------ | :------------------------------------ | | Commitments to fund other investments | $8,906 | $9,214 | | Acquisitions: Assets acquired | $446,504 | $— | | Acquisitions: Liabilities assumed | $380,766 | $— | | Acquisitions: Common stock issued for net assets acquired | $65,738 | $— | [Note 3 – Acquisitions](index=12&type=section&id=Note%203%20%E2%80%93%20Acquisitions) On May 1, 2025, United acquired ANB, expanding its presence in Florida. The acquisition involved issuing common stock and resulted in recorded goodwill and a core deposit intangible. Pro forma information indicates the acquisition's impact on revenue and net income - United acquired ANB on **May 1, 2025**, in a stock transaction, expanding its presence in Oakland Park, Florida[26](index=26&type=chunk) | ANB Acquisition Details (May 1, 2025, in thousands) | | | :------------------------------------ | :------------- | | Total assets acquired | $428,475 | | Total liabilities assumed | $380,766 | | Common stock issued (2,380,952 shares) | $65,738 | | Goodwill recorded | $18,029 | | Core deposit intangible | $6,290 | | Loans held for investment acquired | $301,303 | | Deposits acquired | $374,468 | | Pro Forma Impact (Six Months Ended June 30, 2025, in thousands) | | | :------------------------------------------------ | :------------- | | Actual ANB results included in statement of income since acquisition date: Revenue | $2,290 | | Actual ANB results included in statement of income since acquisition date: Net Income | $(1,026) | | Supplemental consolidated pro forma as if ANB had been acquired January 1, 2024: Revenue | $513,212 | | Supplemental consolidated pro forma as if ANB had been acquired January 1, 2024: Net Income | $154,518 | [Note 4 – Investment Securities](index=13&type=section&id=Note%204%20%E2%80%93%20Investment%20Securities) This note details the company's investment securities portfolio, distinguishing between held-to-maturity (HTM) and available-for-sale (AFS) debt securities. It provides amortized cost, fair value, and unrealized gains and losses, noting that unrealized losses are primarily due to interest rate changes and no ACL was required for these portfolios | Investment Securities (in thousands) | June 30, 2025 | December 31, 2024 | | :----------------------------------- | :------------ | :---------------- | | **HTM Debt Securities** | | | | Amortized Cost | $2,306,730 | $2,368,107 | | Fair Value | $1,935,748 | $1,944,126 | | Gross Unrealized Losses | $371,010 | $423,992 | | **AFS Debt Securities** | | | | Amortized Cost | $4,243,667 | $4,664,300 | | Fair Value | $4,075,323 | $4,436,291 | | Gross Unrealized Losses | $179,532 | $231,896 | | Pledged Securities (carrying value) | $2,810,000 | $3,200,000 | - At June 30, 2025, there were **519 AFS debt securities** and **300 HTM debt securities** in an unrealized loss position, primarily due to changes in interest rates. The company does not intend to sell these securities prior to the recovery of their amortized cost basis[42](index=42&type=chunk) - **No Allowance for Credit Losses (ACL)** was recorded on the HTM or AFS portfolios at June 30, 2025, and December 31, 2024, due to the high credit quality of the portfolios and de minimis calculated credit losses[43](index=43&type=chunk) [Note 5 – Loans and Leases and Allowance for Credit Losses](index=17&type=section&id=Note%205%20%E2%80%93%20Loans%20and%20Leases%20and%20Allowance%20for%20Credit%20Losses) This note details the loan and lease portfolio composition, including commercial, residential, and consumer loans. It provides information on past due and nonaccrual loans, lease receivables, credit quality indicators, and the activity within the Allowance for Credit Losses (ACL), which increased due to loan growth and the ANB acquisition | Loan Portfolio Composition (in thousands) | June 30, 2025 | December 31, 2024 | | :------------------------------------ | :------------ | :---------------- | | Total commercial loans | $14,156,507 | $13,505,724 | | Total residential mortgage | $3,210,430 | $3,231,479 | | Total loans | $18,920,875 | $18,175,980 | | Less ACL - loans | $(216,500) | $(206,998) | | Loans, net | $18,704,375 | $17,968,982 | | Nonaccrual Loans (in thousands) | June 30, 2025 | December 31, 2024 | | :-------------------------------- | :------------ | :---------------- | | Total commercial nonaccrual loans | $51,352 | $82,695 | | Total nonaccrual loans | $80,452 | $113,579 | | Loans for which repayment is expected through collateral operation/sale | $36,000 | $75,100 | | ACL Activity (Six Months Ended June 30, 2025, in thousands) | | | :------------------------------------ | :------------- | | Beginning Balance (ACL - loans) | $206,998 | | Initial ACL - PCD loans (ANB) | $1,251 | | Charge-Offs | $(24,140) | | Recoveries | $6,308 | | Provision | $26,083 | | Ending Balance (ACL - loans) | $216,500 | | Total ACL (loans + unfunded commitments) | $228,045 | [Note 6 – Derivatives and Hedging Activities](index=26&type=section&id=Note%206%20%E2%80%93%20Derivatives%20and%20Hedging%20Activities) This note outlines the company's use of derivative financial instruments for hedging interest rate risk (cash flow and fair value hedges) and for non-hedging purposes (customer derivatives, dealer offsets, mortgage banking). It details the fair value of these instruments and their impact on net interest income | Derivative Financial Instruments (in thousands) | June 30, 2025 | December 31, 2024 | | :-------------------------------------------- | :------------ | :---------------- | | Total derivatives (Fair Value Asset) | $39,824 | $46,883 | | Total derivatives (Fair Value Liability) | $60,877 | $77,834 | | Notional Amount (Hedging Instruments) | $2,972,731 | $2,591,507 | | Notional Amount (Non-Hedging Instruments) | $3,085,930 | $2,766,326 | - United uses interest rate caps and swaps for cash flow hedges on variable-rate subordinated debt and trust preferred securities, expecting to reclassify **$4.03 million** of gains from AOCI into earnings over the next twelve months[92](index=92&type=chunk) - Fair value hedges are used to manage exposure to changes in fair value due to interest rate changes on fixed-rate financial instruments, with all AFS debt securities and loans designated under the portfolio layer method[93](index=93&type=chunk)[97](index=97&type=chunk) [Note 7 – Goodwill and Other Intangible Assets](index=28&type=section&id=Note%207%20%E2%80%93%20Goodwill%20and%20Other%20Intangible%20Assets) This note presents the carrying amounts of goodwill and other intangible assets, detailing changes due to the ANB acquisition and the amortization of core deposit intangibles. Goodwill increased by **$18.0 million** from the ANB acquisition | Goodwill and Other Intangible Assets (in thousands) | June 30, 2025 | December 31, 2024 | | :------------------------------------------------ | :------------ | :---------------- | | Net core deposit intangible | $49,266 | $49,553 | | Goodwill | $925,119 | $907,090 | | Total goodwill and other intangible assets, net | $974,385 | $956,643 | - During the second quarter of 2025, United recorded **$18.0 million** in goodwill and **$6.29 million** in core deposit intangible assets in connection with the ANB acquisition[107](index=107&type=chunk)[109](index=109&type=chunk) - The estimated aggregate amortization expense for finite-lived intangibles is **$6.50 million** for the remainder of 2025 and **$11.50 million** for 2026[111](index=111&type=chunk) [Note 8 – Assets and Liabilities Measured at Fair Value](index=29&type=section&id=Note%208%20%E2%80%93%20Assets%20and%20Liabilities%20Measured%20at%20Fair%20Value) This note outlines the company's fair value measurements, categorizing assets and liabilities into Level 1, 2, or 3 based on the observability of inputs. It details recurring fair value measurements for various financial instruments and provides a reconciliation of Level 3 assets and liabilities, which involve significant unobservable inputs - Fair values are categorized into a three-level hierarchy: **Level 1** (quoted prices in active markets for identical assets/liabilities), **Level 2** (quoted prices for similar assets/liabilities or observable inputs), and **Level 3** (model-based techniques with significant unobservable inputs)[111](index=111&type=chunk)[112](index=112&type=chunk)[113](index=113&type=chunk) | Assets Measured at Fair Value on a Recurring Basis (June 30, 2025, in thousands) | | | :------------------------------------ | :------------- | | Total Level 1 Assets | $348,907 | | Total Level 2 Assets | $3,809,705 | | Total Level 3 Assets | $62,145 | | Total Assets | $4,220,757 | | Total Liabilities | $75,294 | - Significant unobservable inputs for **Level 3** assets include discount rates and prepayment rates for residential mortgage servicing rights, pull-through rates for derivative assets (mortgage), and discount rates and probability of achievement for contingent consideration receivable[121](index=121&type=chunk) [Note 9 – Reclassifications Out of AOCI](index=33&type=section&id=Note%209%20%E2%80%93%20Reclassifications%20Out%20of%20AOCI) This note details amounts reclassified out of Accumulated Other Comprehensive Income (AOCI) into net income, including realized net gains on AFS securities, amortization of unrealized losses on HTM securities, reclassifications related to cash flow hedges, and amortization of defined benefit pension plan costs | Reclassifications Out of AOCI (Six Months Ended June 30, in thousands) | | | :------------------------------------------------ | :------------- | | Realized net gains on AFS securities (net of tax) | $222 (2025), $0 (2024) | | Amortization of unrealized losses on HTM securities (net of tax) | $(2,996) (2025), $(3,342) (2024) | | Reclassifications related to cash flow hedges (net of tax) | $1,682 (2025), $2,147 (2024) | | Amortization of defined benefit pension plan costs (net of tax) | $25 (2025), $(67) (2024) | | Total reclassifications for the period (net of tax) | $(1,067) (2025), $(1,262) (2024) | [Note 10 – Earnings Per Share](index=34&type=section&id=Note%2010%20%E2%80%93%20Earnings%20Per%20Share) This note provides the computation of basic and diluted earnings per share (EPS) for the reported periods, showing an increase in both basic and diluted EPS for the three and six months ended June 30, 2025, compared to 2024 | Earnings Per Share (in thousands, except per share data) | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | | :------------------------------------------------------- | :------------------------------- | :------------------------------- | | Net income available to common shareholders | $76,722 | $64,674 | | Basic EPS | $0.63 | $0.54 | | Diluted EPS | $0.63 | $0.54 | | Weighted average common shares outstanding (Diluted) | 121,432 | 119,785 | | Earnings Per Share (in thousands, except per share data) | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :------------------------------------------------------- | :----------------------------- | :----------------------------- | | Net income available to common shareholders | $146,150 | $125,387 | | Basic EPS | $1.21 | $1.05 | | Diluted EPS | $1.21 | $1.05 | | Weighted average common shares outstanding (Diluted) | 120,820 | 119,763 | - For the three and six months ended June 30, 2025, no potentially dilutive shares from stock options were excluded due to their antidilutive effect, unlike in 2024 where **58,734** and **984** shares were excluded for the respective periods[135](index=135&type=chunk) [Note 11 – Regulatory Matters](index=34&type=section&id=Note%2011%20%E2%80%93%20Regulatory%20Matters) This note confirms that United and its Bank were categorized as 'well-capitalized' under regulatory requirements as of June 30, 2025, and December 31, 2024, exceeding all minimum capital ratios - As of June 30, 2025, United and the Bank were categorized as **well-capitalized** under regulatory requirements, exceeding all well-capitalized guideline ratios[136](index=136&type=chunk) | Regulatory Capital Ratios (June 30, 2025) | Minimum | Well Capitalized | United Community Banks, Inc. (Consolidated) | United Community Bank | | :---------------------------------------- | :------ | :--------------- | :------------------------------------------ | :-------------------- | | CET1 capital | 4.5 % | 6.5 % | 13.34 % | 12.60 % | | Tier 1 capital | 6.0 | 8.0 | 13.77 | 12.60 | | Total capital | 8.0 | 10.0 | 15.14 | 13.66 | | Leverage ratio | 4.0 | 5.0 | 10.37 | 9.48 | [Note 12 – Commitments and Contingencies](index=35&type=section&id=Note%2012%20%E2%80%93%20Commitments%20and%20Contingencies) This note discloses the company's off-balance sheet financial instruments, including commitments to extend credit and letters of credit, and addresses potential liabilities from pending and threatened lawsuits | Off-Balance Sheet Instruments (in thousands) | June 30, 2025 | December 31, 2024 | | :------------------------------------------- | :------------ | :---------------- | | Commitments to extend credit | $4,335,416 | $3,970,991 | | Letters of credit | $55,752 | $57,983 | - The company uses the same credit policies for off-balance sheet instruments as for on-balance sheet instruments, often requiring collateral or other security[139](index=139&type=chunk) - Management does not anticipate that the ultimate aggregate liability from pending and threatened lawsuits will have a material adverse effect on the company's financial position or results of operations[141](index=141&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=36&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) This section provides management's perspective on the company's financial condition and results of operations, offering insights beyond the financial statements. It covers key performance indicators, recent developments, asset quality, liquidity, and capital resources [Overview](index=36&type=section&id=Overview) United Community Banks, Inc. offers a broad range of commercial and consumer banking services and investment advisory solutions across six states, with specialized equipment finance and SBA/USDA lending businesses operating nationwide. As of June 30, 2025, the company reported consolidated total assets of **$28.1 billion** and **3,050** full-time equivalent employees - United Community Banks, Inc. operates **200** banking offices in Georgia, South Carolina, North Carolina, Tennessee, Florida, and Alabama[145](index=145&type=chunk) - The company's equipment finance and SBA/USDA lending businesses operate throughout the United States[145](index=145&type=chunk) | Metric | June 30, 2025 | | :-------------------- | :------------ | | Consolidated total assets | $28.1 billion | | Full-time equivalent employees | 3,050 | [Recent Developments](index=36&type=section&id=Recent%20Developments) Recent developments include the acquisition of ANB on May 1, 2025, which expanded the company's Florida market presence by adding **$447 million** in assets and assuming **$381 million** in liabilities. Additionally, the U.S. enacted the One Big Beautiful Bill Act on July 4, 2025, making the **21%** corporate tax rate permanent - On **May 1, 2025**, United completed the acquisition of ANB, adding **$447 million** of assets and assuming **$381 million** of liabilities, including **$301 million** in loans and **$374 million** in deposits[146](index=146&type=chunk) - The ANB acquisition facilitated United's expansion within the Oakland Park, Florida market[146](index=146&type=chunk) - On **July 4, 2025**, the U.S. enacted the One Big Beautiful Bill Act, which made the **21%** corporate tax rate permanent[147](index=147&type=chunk) [Results of Operations](index=36&type=section&id=Results%20of%20Operations) The company reported increased net income and diluted EPS for both the second quarter and first half of 2025, primarily driven by higher net interest revenue due to lower deposit interest expense. Noninterest income decreased, while noninterest expense remained relatively consistent, with specific impacts from the ANB acquisition and prior year's goodwill write-down | Metric | Q2 2025 | Q2 2024 | % Change (YoY) | | :-------------------------- | :------ | :------ | :------------- | | Net income (in millions) | $78.7 | $66.6 | 18.2% | | Diluted EPS | $0.63 | $0.54 | 16.7% | | Net interest revenue (in millions) | $226 | $209 | 8.1% | | Net interest margin | 3.50% | 3.37% | +13 bps | | Noninterest income (in millions) | $34.7 | $36.6 | -5.2% | | Noninterest expense (in millions) | $148 | $147 | 0.7% | | Provision for credit losses (in millions) | $11.8 | $12.2 | -3.3% | | Metric | H1 2025 | H1 2024 | % Change (YoY) | | :-------------------------- | :------ | :------ | :------------- | | Net income (in millions) | $150 | $129 | 16.3% | | Diluted EPS | $1.21 | $1.05 | 15.2% | | Net interest revenue (in millions) | $438 | $408 | 7.4% | | Net interest margin | 3.43% | 3.28% | +15 bps | | Noninterest income (in millions) | $70.4 | $76.1 | -7.5% | | Noninterest expense (in millions) | $289 | $292 | -1.0% | | Provision for credit losses (in millions) | $27.2 | $25.1 | 8.4% | - The increase in net interest revenue was mostly driven by **lower deposit interest expense**, while the decrease in noninterest income was primarily due to **negative fair value adjustments** to mortgage servicing assets and **lower wealth management fees** following the FinTrust sale[149](index=149&type=chunk)[152](index=152&type=chunk) [Critical Accounting Estimates](index=37&type=section&id=Critical%20Accounting%20Estimates) This section highlights that the preparation of financial statements requires management to make significant estimates and assumptions, particularly for the Allowance for Credit Losses (ACL) and fair value measurements. These estimates involve judgment and could materially affect financial results if different assumptions were applied - Critical accounting estimates include accounting for the **Allowance for Credit Losses (ACL)** and **fair value measurements**, both requiring significant management judgment[155](index=155&type=chunk) - Actual results could differ significantly from these estimates, and different assumptions could lead to material changes in the consolidated financial position or results of operations[155](index=155&type=chunk) - Further discussion on critical accounting estimates is available in the MD&A section of the company's 2024 10-K[155](index=155&type=chunk) [Non-GAAP Reconciliation and Explanation](index=37&type=section&id=Non-GAAP%20Reconciliation%20and%20Explanation) This section explains the use of non-GAAP financial measures, such as 'tangible book value per common share' and 'operating performance measures' (excluding merger-related and other non-recurring items). These measures are used to provide supplemental information for evaluating operations and performance, despite their inherent limitations and lack of audit - Non-GAAP financial information includes **'tangible book value per common share,'** **'tangible common equity to tangible assets,'** and operating performance measures (e.g., **'net income – operating,'** **'diluted income per common share – operating'**) which exclude merger-related and other non-recurring items[156](index=156&type=chunk) - Management uses these non-GAAP measures to evaluate operations and performance over time, manage the business, and assess financial results and credit trends, providing a meaningful comparison to prior periods[156](index=156&type=chunk) - Non-GAAP measures have inherent limitations, are not uniformly applied, and are not audited; they should be viewed as supplemental to, not a substitute for, GAAP measures[156](index=156&type=chunk) [Net Interest Revenue](index=40&type=section&id=Net%20Interest%20Revenue) Net interest revenue increased for both the second quarter and first half of 2025 compared to the prior year, driven by an improved net interest-rate spread and net interest margin. This improvement was primarily due to a larger decrease in interest rates paid on deposits relative to the decrease in interest rates earned on loans, influenced by federal funds rate cuts | Metric (FTE) | Q2 2025 | Q2 2024 | Change | | :---------------------- | :------ | :------ | :------- | | Net interest revenue (in millions) | $227 | $210 | +$17M | | Net interest-rate spread | 2.62% | 2.32% | +30 bps | | Net interest margin | 3.50% | 3.37% | +13 bps | | Metric (FTE) | H1 2025 | H1 2024 | Change | | :---------------------- | :------ | :------ | :------- | | Net interest revenue (in millions) | $440 | $410 | +$30M | | Net interest-rate spread | 2.55% | 2.24% | +31 bps | | Net interest margin | 3.43% | 3.28% | +15 bps | - The increase in net interest revenue and margin was primarily due to a larger decrease in interest rates paid on deposits compared to the decrease in interest rates earned on loans, influenced by **100 basis point cuts** in the federal funds rate[150](index=150&type=chunk)[161](index=161&type=chunk) [Noninterest Income](index=43&type=section&id=Noninterest%20Income) Total noninterest income decreased for both the second quarter and first half of 2025, primarily due to negative fair value adjustments to mortgage servicing assets and lower wealth management fees following the FinTrust sale. This was partially offset by increased customer derivative fees and other noninterest income | Noninterest Income (in thousands) | Q2 2025 | Q2 2024 | % Change (YoY) | | :-------------------------------- | :------ | :------ | :------------- | | Total service charges and fees | $10,122 | $10,620 | -4.7% | | Mortgage loan gains and related fees | $5,370 | $6,799 | -21.0% | | Wealth management fees | $4,400 | $6,386 | -31.0% | | Gains on sales of other loans | $1,995 | $1,296 | 54.0% | | Customer derivative fees | $905 | $199 | 354.8% | | Total noninterest income | $34,708 | $36,556 | -5.1% | | Noninterest Income (in thousands) | H1 2025 | H1 2024 | % Change (YoY) | | :-------------------------------- | :------ | :------ | :------------- | | Total service charges and fees | $19,657 | $19,884 | -1.1% | | Mortgage loan gains and related fees | $11,492 | $14,310 | -19.7% | | Wealth management fees | $8,865 | $12,699 | -30.2% | | Gains on sales of other loans | $3,391 | $2,833 | 19.7% | | Customer derivative fees | $2,157 | $438 | 392.5% | | Total noninterest income | $70,364 | $76,143 | -7.6% | - The decrease in mortgage loan gains was primarily due to **negative fair value adjustments** to mortgage servicing assets, partially offset by **higher gains on mortgage sales** and **rate lock volume**[166](index=166&type=chunk) - Wealth management fees decreased due to lower assets under management and advisement following the **FinTrust sale in Q4 2024**[167](index=167&type=chunk) [Provision for Credit Losses](index=44&type=section&id=Provision%20for%20Credit%20Losses) The provision for credit losses for the second quarter of 2025 was **$11.8 million**, a slight decrease from the prior year, while the six-month provision increased to **$27.2 million**. The 2025 provisions included an initial **$2.49 million** for ANB's non-PCD loans and unfunded commitments | Metric (in millions) | Q2 2025 | Q2 2024 | % Change (YoY) | | :-------------------------- | :------ | :------ | :------------- | | Provision for credit losses | $11.8 | $12.2 | -3.3% | | Metric (in millions) | H1 2025 | H1 2024 | % Change (YoY) | | :-------------------------- | :------ | :------ | :------------- | | Provision for credit losses | $27.2 | $25.1 | 8.4% | - The provision for credit losses for the three and six months ended June 30, 2025, included an initial provision of **$2.49 million** for ANB's non-PCD loans and unfunded commitments[170](index=170&type=chunk) [Noninterest Expense](index=44&type=section&id=Noninterest%20Expense) Total noninterest expense remained relatively consistent year-over-year for both the second quarter and first half of 2025. Increases in communications and equipment, outside electronic banking services, and merger-related charges were largely offset by decreases in FDIC assessments (due to a prior year special assessment) and amortization of intangibles | Noninterest Expense (in thousands) | Q2 2025 | Q2 2024 | % Change (YoY) | | :--------------------------------- | :------ | :------ | :------------- | | Salaries and employee benefits | $86,997 | $85,818 | 1.4% | | Communications and equipment | $13,332 | $11,988 | 11.2% | | Outside services - electronic banking | $3,570 | $2,812 | 27.0% | | Amortization of intangibles | $3,292 | $3,794 | -13.2% | | Merger-related and other charges | $4,833 | $2,157 | 124.1% | | Other | $6,900 | $12,184 | -43.3% | | Total noninterest expense | $147,919 | $147,044 | 0.6% | | Noninterest Expense (in thousands) | H1 2025 | H1 2024 | % Change (YoY) | | :--------------------------------- | :------ | :------ | :------------- | | Salaries and employee benefits | $171,264 | $170,803 | 0.3% | | Communications and equipment | $27,031 | $23,908 | 13.1% | | Outside services - electronic banking | $6,333 | $5,730 | 10.5% | | FDIC assessments and other regulatory charges | $9,387 | $12,033 | -22.0% | | Amortization of intangibles | $6,578 | $7,681 | -14.3% | | Merger-related and other charges | $6,130 | $4,244 | 44.4% | | Other | $14,756 | $20,360 | -27.5% | | Total noninterest expense | $289,018 | $292,046 | -1.0% | - The decrease in FDIC assessments for the first six months of 2025 was due to the comparative period of 2024 including a **$1.74 million** FDIC special assessment[173](index=173&type=chunk) - Other noninterest expense decreased significantly in 2025 as the prior year included a **$5.10 million** goodwill write-down related to the sale of FinTrust[176](index=176&type=chunk) [Income Tax Expense](index=45&type=section&id=Income%20Tax%20Expense) Income tax expense increased for both the three and six months ended June 30, 2025, reflecting higher income before taxes. The effective tax rate decreased slightly from **22.5%** in 2024 to **21.7%** in 2025 | Metric (in thousands) | Q2 2025 | Q2 2024 | % Change (YoY) | | :-------------------------- | :------ | :------ | :------------- | | Income before income taxes | $100,502 | $85,977 | 16.9% | | Income tax expense | $21,769 | $19,362 | 12.4% | | Effective tax rate | 21.7% | 22.5% | -0.8 pp | | Metric (in thousands) | H1 2025 | H1 2024 | % Change (YoY) | | :-------------------------- | :------ | :------ | :------------- | | Income before income taxes | $191,661 | $166,812 | 14.9% | | Income tax expense | $41,515 | $37,566 | 10.5% | | Effective tax rate | 21.7% | 22.5% | -0.8 pp | [Balance Sheet Review](index=45&type=section&id=Balance%20Sheet%20Review) Total assets increased to **$28.1 billion** at June 30, 2025, from **$27.7 billion** at December 31, 2024. Total liabilities also rose to **$24.5 billion**, while shareholders' equity grew to **$3.61 billion**, reflecting year-to-date earnings, other comprehensive income, and the ANB acquisition | Metric (in billions) | June 30, 2025 | December 31, 2024 | Change | | :------------------- | :------------ | :---------------- | :----- | | Total assets | $28.1 | $27.7 | +$0.4B | | Total liabilities | $24.5 | $24.3 | +$0.2B | | Shareholders' equity | $3.61 | $3.43 | +$0.18B | - The increase in shareholders' equity was primarily due to year-to-date earnings, other comprehensive income, and the issuance of stock for the ANB acquisition, partially offset by dividends declared[210](index=210&type=chunk) [Loans](index=45&type=section&id=Loans) The loan portfolio, the largest category of interest-earning assets, saw an increase in total commercial loans and home equity loans, while residential mortgage loans slightly decreased. The Allowance for Credit Losses (ACL) for loans as a percentage of total loans remained flat at **1.14%** | Loan Portfolio Composition (in thousands) | June 30, 2025 | % of portfolio | December 31, 2024 | % of portfolio | | :------------------------------------ | :------------ | :------------- | :---------------- | :------------- | | Total commercial | $14,156,507 | 75% | $13,505,724 | 74% | | Residential mortgage | $3,210,430 | 17% | $3,231,479 | 18% | | Home equity | $1,180,455 | 6% | $1,064,874 | 6% | | Total loans (excluding fair value hedge basis adjustment) | $18,912,179 | 100% | $18,168,653 | 100% | | ACL - loans to loans | 1.14% | N/A | 1.14% | N/A | | Income Producing CRE Portfolio (in thousands) | June 30, 2025 | % of category | December 31, 2024 | % of category | | :-------------------------------------------- | :------------ | :------------ | :---------------- | :------------ | | Retail | $865,274 | 19% | $765,987 | 18% | | Office | $823,711 | 18% | $792,449 | 18% | | Multifamily | $590,291 | 13% | $633,296 | 15% | | Warehouse | $544,620 | 12% | $502,586 | 11% | | Hotel | $501,473 | 11% | $467,139 | 11% | | Total Income Producing CRE | $4,548,235 | 100% | $4,360,920 | 100% | [Asset Quality and Risk Elements](index=46&type=section&id=Asset%20Quality%20and%20Risk%20Elements) Asset quality improved with a significant decrease in Nonperforming Assets (NPAs) and nonaccrual loans, primarily due to payoffs and paydowns of nonaccrual loans. The Allowance for Credit Losses (ACL) for loans increased due to loan growth and the ANB acquisition, partially offset by a reduction in Hurricane Helene related allowance | Asset Quality Metrics (in thousands) | June 30, 2025 | December 31, 2024 | Change | | :----------------------------------- | :------------ | :---------------- | :----- | | Total nonaccrual loans | $80,452 | $113,579 | $(33,127) | | Total NPAs | $83,959 | $115,635 | $(31,676) | | Nonaccrual loans as % of total loans | 0.43% | 0.62% | -0.19 pp | | NPAs as % of total assets | 0.30% | 0.42% | -0.12 pp | | ACL - loans | $216,500 | $206,998 | +$9,502 | | ACL - loans to nonaccrual loans coverage ratio | 2.69 | 1.82 | +0.87 | - The decrease in NPAs was primarily driven by **$49.6 million** in payoffs and paydowns of nonaccrual loans, including two senior care loans totaling **$14.6 million** and significant paydowns for three larger commercial relationships totaling **$17.8 million**[191](index=191&type=chunk) - The ACL for loans increased due to loan growth and the initial allowance for ANB (**$3.65 million**), partially offset by a reduction in the Hurricane Helene related allowance from **$9.80 million** to **$4.42 million**[186](index=186&type=chunk) [Investment Securities](index=48&type=section&id=Investment%20Securities) The investment securities portfolio decreased in carrying value, with AFS securities comprising **64%** and HTM securities **36%** of the total. HTM debt securities continued to show net unrealized losses, primarily due to interest rate changes, which are also reflected in AOCI for transferred securities | Investment Securities (in thousands) | June 30, 2025 | % of portfolio | December 31, 2024 | % of portfolio | | :----------------------------------- | :------------ | :------------- | :---------------- | :------------- | | AFS | $4,075,323 | 64% | $4,436,291 | 65% | | HTM | $2,306,730 | 36% | $2,368,107 | 35% | | Total investment securities | $6,382,053 | N/A | $6,804,398 | N/A | | Investment securities as % of total assets | 23% | N/A | 25% | N/A | | HTM debt securities fair value | $1,935,748 | N/A | $1,944,126 | N/A | | HTM net unrealized losses (pre-tax) | $371,000 | N/A | $423,992 | N/A | - The company utilizes fair value hedges on a portion of its AFS securities portfolio to mitigate the impact of potential future unrealized losses on tangible common equity[196](index=196&type=chunk) - Additional unrealized losses on HTM debt securities of **$55.5 million** (pre-tax) were included in AOCI as a result of the transfer of AFS debt securities to HTM in 2022[197](index=197&type=chunk) [Goodwill and Other Intangible Assets](index=49&type=section&id=Goodwill%20and%20Other%20Intangible%20Assets) Goodwill and other intangible assets increased to **$974 million** at June 30, 2025, from **$957 million** at December 31, 2024. This increase was primarily due to the recording of **$18.0 million** in goodwill and **$6.29 million** in core deposit intangible assets from the ANB acquisition | Metric (in millions) | June 30, 2025 | December 31, 2024 | Change | | :--------------------------------- | :------------ | :---------------- | :----- | | Goodwill and other intangibles | $974 | $957 | +$17M | | Goodwill recorded from ANB acquisition | $18.0 | N/A | N/A | | Core deposit intangible from ANB acquisition | $6.29 | N/A | N/A | - During the second quarter of 2025, United recorded $18.0 million in goodwill and $6.29 million in core deposit intangible assets in connection with the ANB acquisition[107](index=107&type=chunk)[109](index=109&type=chunk) - The estimated aggregate amortization expense for finite-lived intangibles is $6.50 million for the remainder of 2025 and $11.50 million for 2026[111](index=111&type=chunk) [Deposits](index=49&type=section&id=Deposits) Customer deposits, the primary source of funds, increased by **$514 million** since December 31, 2024, including **$374 million** from the ANB acquisition. Noninterest-bearing demand deposits remained a significant portion of the total, and a substantial amount of uninsured deposits were collateralized by investment securities | Deposits (in thousands) | June 30, 2025 | % of Total | December 31, 2024 | % of Total | | :---------------------- | :------------ | :--------- | :---------------- | :--------- | | Noninterest-bearing demand | $6,381,975 | 26% | $6,211,182 | 26% | | NOW and interest-bearing demand | $5,986,049 | 25% | $6,141,342 | 26% | | Money market and savings | $7,832,527 | 33% | $7,498,735 | 32% | | Time | $3,606,511 | 15% | $3,441,424 | 15% | | Total customer deposits | $23,807,062 | 99% | $23,292,683 | 99% | | Total deposits | $23,963,012 | N/A | $23,460,975 | N/A | - Customer deposits increased by $514 million since December 31, 2024, with $374 million attributed to the ANB acquisition[199](index=199&type=chunk) - As of June 30, 2025, the company had approximately **$9.64 billion** of uninsured deposits, of which **$2.81 billion** was collateralized by investment securities[199](index=199&type=chunk) [Borrowing Activities](index=50&type=section&id=Borrowing%20Activities) Long-term debt decreased to **$155 million** at June 30, 2025, following the redemption of **$100 million** in senior debentures. Short-term borrowings were eliminated, indicating that liquidity needs are being met by deposits and cash balances, reducing reliance on wholesale funding | Metric (in millions) | June 30, 2025 | December 31, 2024 | | :------------------- | :------------ | :---------------- | | Long-term debt | $155 | $254 | | Short-term borrowings | $0 | $195 | - During the second quarter of 2025, the company redeemed its $100 million 2030 senior debentures[201](index=201&type=chunk) - The decreased need for wholesale funding sources indicates that liquidity needs are being met by deposit and cash balances[201](index=201&type=chunk) [Contractual Obligations and Off-Balance Sheet Arrangements](index=50&type=section&id=Contractual%20Obligations%20and%20Of%20-Balance%20Sheet%20Arrangements) There have been no material changes to the company's contractual obligations and off-balance sheet arrangements since December 31, 2024 - No material changes to contractual obligations and off-balance sheet arrangements have occurred since December 31, 2024[202](index=202&type=chunk) [Interest Rate Sensitivity Management](index=50&type=section&id=Interest%20Rate%20Sensitivity%20Management) The company manages interest rate sensitivity using an asset/liability simulation model to measure potential changes in net interest revenue under various interest rate scenarios. The balance sheet became slightly more asset sensitive at June 30, 2025, due to higher cash balances and adjustments to asset duration - Management uses an asset/liability simulation model to measure the potential change in net interest revenue over a 12-month period using multiple interest rate shock and ramp scenarios[204](index=204&type=chunk) | Interest Sensitivity Position (12-month impact on Net Interest Revenue) | | | :------------------------------------ | :------------- | | **June 30, 2025** | | | 200 bps increase (Shock) | 3.59% | | 100 bps increase (Shock) | 1.97% | | 100 bps decrease (Shock) | (3.02)% | | 200 bps decrease (Shock) | (7.22)% | | **December 31, 2024** | | | 200 bps increase (Shock) | 2.01% | | 100 bps increase (Shock) | 1.19% | | 100 bps decrease (Shock) | (2.27)% | | 200 bps decrease (Shock) | (6.00)% | - The balance sheet became slightly more asset sensitive at June 30, 2025, compared to December 31, 2024, due to more floating interest rate loans, a slight shortening of asset duration, and higher cash balances[206](index=206&type=chunk) [Liquidity Management](index=50&type=section&id=Liquidity%20Management) The company's primary liquidity source is customer deposits, supplemented by wholesale funding. It maintains sufficient liquid funds and collateral to support additional borrowings, and the Holding Company ensures its own liquidity at a level of at least **125%** of forecasted cash obligations - The Bank's main source of liquidity is customer interest-bearing and noninterest-bearing deposit accounts, supplemented by wholesale funding sources like repurchase agreements, Federal funds purchased, FHLB advances, and brokered deposits[207](index=207&type=chunk) | Liquid Funds and Unused Borrowing Capacity (in thousands) | June 30, 2025 | December 31, 2024 | | :------------------------------------------------------- | :------------ | :---------------- | | Cash and cash equivalents | $574,956 | $519,873 | | Availability of borrowings (FHLB) | $1,921,234 | $1,917,905 | | Availability of borrowings (Federal Reserve - Discount Window) | $2,395,442 | $2,267,139 | | Unpledged securities available as collateral | $3,571,790 | $3,603,885 | - The Holding Company maintains liquidity at a level of at least 125% of the next 12 months of forecasted cash obligations[208](index=208&type=chunk) [Capital Resources and Dividends](index=51&type=section&id=Capital%20Resources%20and%20Dividends) Shareholders' equity increased to **$3.61 billion** at June 30, 2025, driven by earnings, other comprehensive income, and the ANB acquisition. The company and its Bank maintained 'well-capitalized' status, exceeding all regulatory capital requirements | Capital Ratios (June 30, 2025) | Minimum | Well Capitalized | United Community Banks, Inc. (Consolidated) | | :----------------------------- | :------ | :--------------- | :------------------------------------------ | | CET1 capital | 4.5 % | 6.5 % | 13.34 % | | Tier 1 capital | 6.0 | 8.0 | 13.77 % | | Total capital | 8.0 | 10.0 | 15.14 % | | Leverage ratio | 4.0 | 5.0 | 10.37 % | - Shareholders' equity increased by **$181 million** from December 31, 2024, primarily due to year-to-date earnings, other comprehensive income, and stock issuance for the ANB acquisition, partially offset by dividends[210](index=210&type=chunk) - As of June 30, 2025, capital levels remained characterized as **'well-capitalized'** under regulatory requirements[211](index=211&type=chunk) [Effect of Inflation and Changing Prices](index=52&type=section&id=Effect%20of%20Inflation%20and%20Changing%20Prices) The company's asset and liability structure, being primarily monetary, means the effect of inflation depends on its ability to adjust to interest rate changes. Management employs an asset/liability management program and periodically reviews pricing to mitigate inflationary impacts - A bank's asset and liability structure is primarily monetary, with little investment in fixed assets or inventories[215](index=215&type=chunk) - The effect of inflation on financial results depends on the company's ability to react to changes in interest rates[215](index=215&type=chunk) - Management utilizes an asset/liability management program to manage interest rate sensitivity and conducts periodic reviews of banking services and products to adjust pricing[215](index=215&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=52&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) This section states that there have been no material changes in the company's market risk as of June 30, 2025, compared to what was presented in its 2024 10-K, and refers to the interest rate sensitivity position in MD&A - No material changes in market risk have occurred as of June 30, 2025, compared to the 2024 10-K[216](index=216&type=chunk) - The company's interest rate sensitivity position at June 30, 2025, is detailed in Table 14 of the MD&A section[216](index=216&type=chunk) [Item 4. Controls and Procedures](index=52&type=section&id=Item%204.%20Controls%20and%20Procedures) Management, including the principal executive and financial officers, concluded that the company's disclosure controls and procedures were effective as of June 30, 2025. No material changes in internal control over financial reporting occurred during the quarter - The company's disclosure controls and procedures were evaluated and concluded to be effective as of June 30, 2025[217](index=217&type=chunk) - No material changes in internal control over financial reporting occurred during the fiscal quarter ended June 30, 2025[218](index=218&type=chunk) [PART II - Other Information](index=53&type=section&id=PART%20II%20-%20Other%20Information) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.](index=53&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds.) This section details the company's common stock repurchase activities during the second quarter of 2025, showing that **506,600** shares were repurchased at an average price of **$27.52** per share, as part of a publicly announced program | Common Stock Repurchases (Q2 2025) | | | :---------------------------------- | :------------- | | Total Number of Shares Purchased | 506,600 | | Average Price Paid per Share | $27.52 | | Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs | $86,058,000 | - The repurchases were made under United's common stock repurchase program, which authorizes up to **$100 million** of common stock and is scheduled to expire by **December 31, 2025**[221](index=221&type=chunk) [Item 5. Other Information.](index=53&type=section&id=Item%205.%20Other%20Information.) This section discloses that Lynn Harton, the President and CEO, entered into a Rule 10b5-1 trading arrangement for the sale of **25,000** shares of common stock between **February 15, 2026**, and **March 16, 2026**. No other director or officer adopted, modified, or terminated such arrangements during the quarter - Lynn Harton, President and CEO, entered into a Rule 10b5-1 trading arrangement to sell **25,000** shares of United common stock[222](index=222&type=chunk) - The sale period for these shares is from **February 15, 2026**, to **March 16, 2026**[222](index=222&type=chunk) - No other director or officer adopted, modified, or terminated Rule 10b5-1 or non-Rule 10b5-1 trading arrangements during the quarter ended June 30, 2025[223](index=223&type=chunk) [Item 6. Exhibits](index=54&type=section&id=Item%206.%20Exhibits) This section lists all exhibits filed as part of the Form 10-Q, including organizational documents, certifications by executive officers, and interactive data files in Inline XBRL format - Exhibits include Restated Articles of Incorporation, Amended and Restated Bylaws, Certifications by the President and CEO (H. Lynn Harton) and EVP and CFO (Jefferson L. Harralson) pursuant to Exchange Act Rule 13a-14(a) and 18 U.S.C. Section 1350[227](index=227&type=chunk) - Interactive data files for the financial statements and notes are provided in Inline XBRL format[227](index=227&type=chunk)