Form 4: Executive Chairman Boosts UBSI Stake with Vested RSUs
Insider Transaction Report
United Bankshares Executive Chairman Richard M. Adams Sr. acquired 16,008 shares of common stock through vested performance-based restricted stock units.
Summary
- Richard M. Adams Sr., Executive Chairman of United Bankshares Inc./WV (UBSI), reported transactions involving company common stock.
- On February 23, 2026, Adams acquired 16,008 shares of common stock at a price of $0.0000 per share.
- This acquisition resulted from the vesting of performance-based restricted stock units granted in February 2023, which achieved their performance goals in February 2026.
- Adams also disposed of a total of 13,478 shares (3,919 shares on 02/22/2026, 2,299 shares on 02/23/2026, and 7,260 shares on 02/23/2026) at a price of $44.28 per share, likely to cover tax obligations related to the RSU vesting.
- Following these transactions, Adams directly owns 883,715.4732 shares of common stock.
- Additional indirect holdings include 7,697.527 shares in a Direct IRA, 81,186.5135 shares in a 401k, 1,400 shares by a Corporation, 25,207.296 shares by Immediate Family, and 4,022.747 shares by Wife-IRA.
- Adams also holds various stock options, including 44,083 options at $32.51, 22,041 options at $32.51, 49,519 options at $37.6, 33,910 options at $38.49, and 49,519 options at $45.3.
Sentiment
Score: 7
Explanation: StockSavvy.ai views this as a moderately positive signal, as the vesting of performance-based restricted stock units indicates the achievement of company goals, aligning executive incentives with shareholder value, even with routine tax-related dispositions.
Positives
- Executive Chairman Richard M. Adams Sr. acquired 16,008 shares of common stock through the vesting of performance-based restricted stock units, indicating the achievement of performance goals.
- The vesting of RSUs demonstrates management's alignment with shareholder interests through equity compensation tied to company performance.
- The net increase in direct beneficial ownership (16,008 shares acquired vs. 13,478 shares disposed for tax) suggests a slight increase in the Executive Chairman's direct stake.
Negatives
- A significant portion of the acquired shares (13,478 out of 16,008) were immediately disposed of to cover tax liabilities, which is a common practice but reduces the net increase in direct holdings.
Future Outlook
This Form 4 primarily reports completed insider transactions and current holdings, and does not contain forward-looking statements or guidance regarding the company's future performance or strategic direction.
Industry Context
StockSavvy.ai notes that insider transactions, particularly those involving equity compensation vesting, are common in the banking sector. The vesting of performance-based RSUs for an Executive Chairman like Richard M. Adams Sr. at United Bankshares (UBSI) is a standard mechanism to align executive incentives with long-term company performance and shareholder value. The subsequent sale of shares to cover tax obligations is also a routine practice and does not necessarily indicate a lack of confidence in the company.
Comparison to Industry Standards
- The structure of performance-based restricted stock units (RSUs) and subsequent tax-related dispositions is a standard practice in executive compensation across the financial services industry.
- For example, similar RSU programs are common at regional banks like WesBanco, Inc. (WSBC) or Old National Bancorp (ONB), where executives receive equity awards tied to specific financial or operational performance metrics.
- The vesting of 16,008 shares for achieving performance goals is a positive indicator of the company's operational success during the grant period, comparable to how executives at larger institutions like PNC Financial Services Group (PNC) or Truist Financial Corporation (TFC) might see their long-term incentive awards vest upon meeting predefined targets such as return on equity, earnings per share growth, or total shareholder return.
Stakeholder Impact
- Shareholders: The vesting of performance-based RSUs suggests the company met certain performance targets, which is generally positive for shareholders. The Executive Chairman's continued significant equity holdings align his interests with shareholders.
Key Dates
| Date | Description |
|---|---|
| 02/27/2017 | Date exercisable for 49,519 stock options at $45.3. |
| 02/26/2018 | Date exercisable for 49,519 stock options at $37.6. |
| 02/25/2019 | Date exercisable for 33,910 stock options at $38.49. |
| 02/24/2020 | Date exercisable for 44,083 stock options at $32.51. |
| 02/24/2021 | Date exercisable for 22,041 stock options at $32.51. |
| February 2023 | Grant date for performance-based restricted stock units. |
| 02/22/2026 | Transaction date for disposition of 3,919 common shares. |
| 02/23/2026 | Transaction date for acquisition of 16,008 common shares and disposition of 2,299 and 7,260 common shares. |
| February 2026 | Vesting date for performance-based restricted stock units. |
| 02/25/2026 | Signature date of the reporting person. |
| 02/27/2027 | Expiration date for 49,519 stock options at $45.3. |
| 02/26/2028 | Expiration date for 49,519 stock options at $37.6. |
| 02/25/2029 | Expiration date for 33,910 stock options at $38.49. |
| 02/24/2030 | Expiration date for 44,083 stock options at $32.51. |
| 02/24/2030 | Expiration date for 22,041 stock options at $32.51. |
Recommendation
holdThis Form 4 reports routine executive compensation events, specifically the vesting of performance-based restricted stock units and subsequent tax-related dispositions. While the vesting indicates the achievement of company performance goals, the net change in direct holdings is minor, and the transactions do not provide new fundamental information to warrant a change in investment thesis. Therefore, a 'hold' recommendation is appropriate, maintaining current positions based on broader company fundamentals rather than this specific insider filing.
Keywords
United Bankshares, UBSI, Form 4, Insider Trading, Executive Compensation, Restricted Stock Units, RSU Vesting, Stock Options, Richard M. Adams Sr., Director, Executive Chairman, Equity Holdings
Disclaimer:The information provided here is for general informational purposes only and does not constitute financial advice, recommendation, or endorsement of any kind. It may contain errors or omissions. You should not rely on this information to make financial decisions. Always seek the advice of a qualified financial professional before making any investment or financial decisions. Use of this information is at your own risk.