UNITED BANKSHARES INC/WV [UBSI] Filings

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Accelerated filer

Non-accelerated filer

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Emerging growth company

10-Q 1 d503043d10q.htm 10-Q 10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM

10-Q

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

For the quarterly period ended September 30, 2023

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

For the transition period from

Commission File Number:

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)

424-8716

Not Applicable

(Former name, former address and former fiscal year, if changed since last report)

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 every Interactive Data File required to be submitted 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 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.

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 ☐

☒

As of

October

31, 2023

, the registrant had

134,933,015

shares of common stock, $2.50 par value per share, outstanding.

UNITED BANKSHARES, INC. AND SUBSIDIARIES

FORM 10-Q

TABLE OF CONTENTS


	Page
PART I. FINANCIAL INFORMATION

Item 1. Financial Statements
Consolidated Balance Sheets (Unaudited) September 30, 2023 and December 31, 2022		4
Consolidated Statements of Income (Unaudited) for the Three and Nine Months Ended September 30, 2023 and 2022		5
Consolidated Statements of Comprehensive Income (Unaudited) for the Three and Nine Months Ended September 30, 2023 and 2022		7
Consolidated Statement of Changes in Shareholders’ Equity (Unaudited) for the Three and Nine Months Ended September 30, 2023 and 2022		8
Condensed Consolidated Statements of Cash Flows (Unaudited) for the Nine Months Ended September 30, 2023 and 2022		10
Notes to Consolidated Financial Statements		11
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations		57
Item 3. Quantitative and Qualitative Disclosures about Market Risk		79
Item 4. Controls and Procedures		81

PART II. OTHER INFORMATION

Item 1. Legal Proceedings		83
Item 1A. Risk Factors		83
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds		83
Item 3. Defaults Upon Senior Securities		84
Item 4. Mine Safety Disclosures		84
Item 5. Other Information		84
Item 6. Exhibits		84
Signatures		86

PART I - FINANCIAL INFORMATION

Item 1. FINANCIAL STATEMENTS (UNAUDITED)

The September 30, 2023 and December 31, 2022, consolidated balance sheets of United Bankshares, Inc. and Subsidiaries (“United” or the “Company”), consolidated statements of income and comprehensive income for the three and nine months ended September 30, 2023 and 2022, the related consolidated statement of changes in shareholders’ equity for the three and nine months ended September 30, 2023 and 2022, the related condensed consolidated statements of cash flows for the nine months ended September 30, 2023 and 2022, and the notes to consolidated financial statements appear on the following pages.

Table of Contents

CONSOLIDATED BALANCE SHEETS

UNITED BANKSHARES, INC. AND SUBSIDIARIES


(Dollars in thousands, except par value)	September 30			December 31
	2023			2022
Assets
Cash and due from banks	$	269,502		$	294,155
Interest-bearing deposits with other banks		913,397			881,418
Federal funds sold		1,155			1,079

Total cash and cash equivalents		1,184,054			1,176,652
Securities available for sale at estimated fair value (amortized cost-$4,241,930 at September 30, 2023 and $5,011,729 at December 31, 2022, allowance for credit losses of $0 at September 30, 2023 and December 31, 2022)		3,749,357			4,541,925
Securities held to maturity, net of allowance for credit losses of $18 at September 30, 2023 and December 31, 2022 (estimated fair value-$1,020 at September 30, 2023 and December 31, 2022)		1,002			1,002
Equity securities at estimated fair value		8,548			7,629
Other investment securities		307,392			322,048
Loans held for sale measured using fair value option		59,614			56,879
Loans and leases		21,114,975			20,580,163
Less: Unearned income		(17,092	)		(21,997	)

Loans and leases, net of unearned income		21,097,883			20,558,166
Less: Allowance for loan and lease losses		(254,886	)		(234,746	)

Net loans and leases		20,842,997			20,323,420
Bank premises and equipment		191,661			199,161
Operating lease right-of-use assets		80,259			71,144
Goodwill		1,888,889			1,888,889
Mortgage servicing rights		4,616			21,022
Bank-owned life insurance (“BOLI”)		485,386			480,184
Accrued interest receivable		106,771			94,890
Other assets		314,248			304,535

TOTAL ASSETS	$	29,224,794		$	29,489,380

Liabilities
Deposits:
Noninterest-bearing	$	6,253,343		$	7,199,678
Interest-bearing		16,423,511			15,103,488

Total deposits		22,676,854			22,303,166
Borrowings:
Securities sold under agreements to repurchase		188,274			160,698
Federal Home Loan Bank (“FHLB”) borrowings		1,110,559			1,910,775
Other long-term borrowings		278,211			286,881
Reserve for lending-related commitments		43,766			46,189
Operating lease liabilities		84,569			75,749
Accrued expenses and other liabilities		193,683			189,729

TOTAL LIABILITIES		24,575,916			24,973,187
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-142,241,408 and 142,011,560 at September 30, 2023 and December 31, 2022, respectively, including 7,308,393 and 7,266,438 shares in treasury at September 30, 2023 and December 31, 2022, respectively		355,604			355,029
Surplus		3,178,533			3,168,874
Retained earnings		1,716,295			1,575,426
Accumulated other comprehensive loss		(349,456	)		(332,732	)
Treasury stock, at cost		(252,098	)		(250,404	)

TOTAL SHAREHOLDERS’ EQUITY		4,648,878			4,516,193

TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY	$	29,224,794		$	29,489,380

See notes to consolidated unaudited financial statements.

Table of Contents

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
	2023			2022			2023			2022
Interest income
Interest and fees on loans	$	308,199		$	225,501		$	882,453		$	602,503
Interest on federal funds sold and other short-term investments		11,810			6,834			35,499			14,004
Interest and dividends on securities:
Taxable		35,730			29,149			108,710			71,212
Tax-exempt		1,171			2,199			5,483			6,530

Total interest income		356,910			263,683			1,032,145			694,249
Interest expense
Interest on deposits		108,793			17,660			268,962			35,972
Interest on short-term borrowings		1,805			493			4,451			911
Interest on long-term borrowings		17,859			4,908			68,498			10,339

Total interest expense		128,457			23,061			341,911			47,222

Net interest income		228,453			240,622			690,234			647,027
Provision for credit losses		5,948			7,671			24,278			2,454

Net interest income after provision for credit losses		222,505			232,951			665,956			644,573
Other income
Fees from trust services		4,514			4,384			13,810			12,805
Fees from brokerage services		4,433			4,016			12,551			12,683
Fees from deposit services		9,282			10,069			27,969			31,047
Bankcard fees and merchant discounts		1,676			1,857			5,090			4,907
Other service charges, commissions, and fees		850			918			2,937			2,462
Income from bank-owned life insurance		2,562			1,472			6,475			7,786
Income from mortgage banking activities		7,556			6,422			21,847			38,070
Mortgage loan servicing income		846			2,302			12,963			7,017
Net investment securities (losses) gains		(181	)		(206	)		(7,922	)		725
Other income		2,123			1,515			5,863			4,880

Total other income		33,661			32,749			101,583			122,382
Other expense
Employee compensation		59,064			59,618			172,980			184,871
Employee benefits		12,926			10,750			38,597			35,648
Net occupancy expense		11,494			11,281			34,736			33,674
Other real estate owned (“OREO”) expense		185			1,708			1,167			1,936
Net losses (gains) on the sales of OREO properties		93			125			66			(362	)
Equipment expense		7,170			7,807			22,192			22,452
Data processing expense		7,405			7,614			22,134			22,534
Mortgage loan servicing expense and impairment		1,051			1,847			4,634			5,273
Bankcard processing expense		559			509			1,617			1,421
FDIC insurance expense		4,598			3,063			13,755			8,740
Other expense		30,685			32,874			96,059			101,358

Total other expense		135,230			137,196			407,937			417,545

Income before income taxes		120,936			128,504			359,602			349,410
Income taxes		24,779			25,919			72,679			69,548

Net income	$	96,157		$	102,585		$	286,923		$	279,862

Table of Contents

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
	2023		2022		2023		2022
Earnings per common share:
Basic	$	0.71	$	0.76	$	2.13	$	2.07

Diluted	$	0.71	$	0.76	$	2.12	$	2.06

Average outstanding shares:
Basic		134,685,041		134,182,248		134,493,059		134,947,674
Diluted		134,887,776		134,553,565		134,733,055		135,251,299

See notes to consolidated unaudited financial statements

Table of Contents

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Unaudited)

UNITED BANKSHARES, INC. AND SUBSIDIARIES


(Dollars in thousands)	Three Months Ended						Nine Months Ended
	September 30						September 30
	2023			2022			2023			2022
Net income	$	96,157		$	102,585		$	286,923		$	279,862
Change in net unrealized loss on available-for-sale (“AFS”) securities, net of tax		(42,026	)		(117,950	)		(17,464	)		(387,770	)
Change in net unrealized gain (loss) on cash flow hedge, net of tax		2,645			12,287			(1,068	)		38,357
Change in pension plan assets, net of tax		603			716			1,808			1,997

Comprehensive income (loss), net of tax	$	57,379		$	(2,362	)	$	270,199		$	(67,554	)

See notes to consolidated unaudited financial statements

Table of Contents

CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS’ EQUITY

UNITED BANKSHARES, INC. AND SUBSIDIARIES


(Dollars in thousands, except per share data)
	Nine Months Ended September 30, 2023
	Common Stock										Accumulated Other						Total
	Shares		Par Value		Surplus			Retained Earnings			Comprehensive Loss			Treasury Stock			Shareholders’ Equity
Balance at January 1, 2023		142,011,560	$	355,029	$	3,168,874		$	1,575,426		$	(332,732	)	$	(250,404	)	$	4,516,193
Comprehensive income:
Net income		0		0		0			98,307			0			0			98,307
Other comprehensive income, net of tax		0		0		0			0			38,602			0			38,602

Total comprehensive income, net of tax																		136,909
Stock based compensation expense		0		0		2,713			0			0			0			2,713
Stock grant forfeiture (1,506 shares)		0		0		58			0			0			(58	)		0
Purchase of treasury stock (33,551 shares)		0		0		0			0			0			(1,374	)		(1,374	)
Cash dividends ($0.36 per share)		0		0		0			(48,720	)		0			0			(48,720	)
Net issuance of common stock under stock-based compensation plans (226,486 shares)		226,486		566		250			0			0			0			816

Balance at March 31, 2023		142,238,046		355,595		3,171,895			1,625,013			(294,130	)		(251,836	)		4,606,537
Comprehensive income:
Net income		0		0		0			92,459			0			0			92,459
Other comprehensive loss, net of tax		0		0		0			0			(16,548	)		0			(16,548	)

Total comprehensive income, net of tax																		75,911
Stock based compensation expense		0		0		3,295			0			0			0			3,295
Purchase of treasury stock (60 shares)		0		0		0			0			0			(1	)		(1	)
Cash dividends ($0.36 per share)		0		0		0			(48,628	)		0			0			(48,628	)
Stock grant forfeiture (4,445 shares)		0		0		172			0			0			(172	)		0
Net issuance of common stock under stock-based compensation plans (2,812 shares)		2,812		7		(78	)		0			0			0			(71	)

Balance at June 30, 2023		142,240,858		355,602		3,175,284			1,668,844			(310,678	)		(252,009	)		4,637,043
Comprehensive income:
Net income		0		0		0			96,157			0			0			96,157
Other comprehensive loss, net of tax		0		0		0			0			(38,778	)		0			(38,778	)

Total comprehensive income, net of tax																		57,379
Stock based compensation expense		0		0		3,148			0			0			0			3,148
Purchase of treasury stock (232 shares)		0		0		0			0			0			(7	)		(7	)
Cash dividends ($0.36 per share)		0		0		0			(48,706	)		0			0			(48,706	)
Stock grant forfeiture (

UNITED BANKSHARES INC/WV [UBSI] Filings
10-Q	[2023-11-09]
10-Q	[2023-08-09]
10-Q	[2023-05-10]
10-K	[2023-03-01]
10-Q	[2022-11-09]
10-Q	[2022-08-09]
10-Q	[2022-05-10]
10-K	[2022-03-01]
10-Q	[2021-11-09]
10-Q	[2021-08-09]
10-Q	[2021-05-10]
10-K	[2021-03-01]
10-Q	[2020-11-09]
10-Q	[2020-08-10]
10-Q	[2020-05-11]
10-K	[2020-03-02]
10-Q	[2019-11-08]
10-Q	[2019-08-09]
10-Q	[2019-05-09]
10-K	[2019-03-01]
10-Q	[2018-11-08]
10-Q	[2018-08-08]
10-Q	[2018-05-09]
10-K	[2018-03-01]
10-Q	[2017-11-09]
10-Q	[2017-08-09]
10-Q	[2017-05-09]
10-K	[2017-03-01]
10-Q	[2016-11-09]
10-Q	[2016-08-09]
10-Q	[2016-05-09]
10-K	[2016-02-29]
10-Q	[2015-11-06]
10-Q	[2015-08-05]
10-Q	[2015-05-08]
10-K	[2015-03-02]
10-Q	[2014-11-10]
10-Q	[2014-08-11]
10-Q	[2014-05-12]
10-K	[2014-03-03]
10-Q	[2013-11-08]
10-Q	[2013-08-09]
10-Q	[2013-05-09]
10-K	[2013-02-28]
10-Q	[2012-11-08]
10-Q	[2012-08-08]
10-Q	[2012-05-08]
10-K	[2012-02-29]