Form 4: UBSI Director Acquires Phantom Stock

United Bankshares Director P. Clinton Winter reported the acquisition of 710 shares of phantom stock, payable in cash upon termination of employment.

Summary

• Director P. Clinton Winter of United Bankshares Inc./WV (UBSI) reported changes in beneficial ownership.
• Acquired 710 shares of phantom stock on February 25, 2026.
• The phantom stock is convertible 1 for 1 into common stock and is valued at $42.5372 per share.
• These phantom shares are payable in cash following the reporting person's termination of employment with UBSI.
• Following this transaction, the director directly owns 56,674 shares of phantom stock.
• The director also beneficially owns 458,658 shares of common stock directly and 37,800 shares indirectly (36,800 shares indirectly and 1,000 shares indirectly by spouse).

Sentiment

Score: 6

Explanation: StockSavvy.ai views this as a moderately positive signal, indicating continued director engagement and compensation alignment, which is a routine corporate governance event.

Positives

• The acquisition of phantom stock indicates continued compensation and alignment of the director's interests with the company's long-term performance.
• The director maintains a substantial beneficial ownership in the company, including 458,658 shares of common stock directly.

Future Outlook

This filing does not contain explicit forward-looking statements or guidance beyond the nature of the phantom stock being payable upon termination of employment.

Industry Context

StockSavvy.ai notes that the acquisition of phantom stock is a common form of executive and director compensation, designed to align long-term interests without immediate equity dilution. This type of compensation is prevalent across the financial services industry, particularly for bank holding companies like UBSI, to retain key talent and incentivize performance.

Comparison to Industry Standards

• StockSavvy.ai observes that phantom stock grants are a standard component of non-employee director compensation packages in the banking sector.
• While specific grant sizes vary by company size and director responsibilities, the structure of cash settlement upon termination is typical.
• For example, similar arrangements are seen at regional banks such as WesBanco, Inc. (WSBC) or Old National Bancorp (ONB), where directors receive equity-linked compensation that vests over time or becomes payable upon specific events, reinforcing long-term commitment.

Related Party Transactions

• The acquisition of phantom stock by a director is a related party transaction in the context of compensation, but it is a standard, disclosed compensation event rather than an unusual dealing.

Stakeholder Impact

• Shareholders: The phantom stock aligns the director's interests with long-term shareholder value, as its value is tied to the company's stock performance. However, it represents a future cash obligation for the company.
• Employees: No direct impact on general employees is indicated.
• Customers: No direct impact on customers is indicated.
• Suppliers: No direct impact on suppliers is indicated.
• Creditors: The future cash obligation for phantom stock payout is a minor consideration for creditors, typically well within the company's financial capacity.

Key Dates

Recommendation

This Form 4 filing reports a routine compensation event for a director, involving the acquisition of phantom stock. While it signals continued alignment of interests, it does not present new information that would fundamentally alter the investment thesis for United Bankshares Inc./WV. Therefore, a 'hold' recommendation is appropriate, maintaining existing positions based on broader company fundamentals rather than this specific insider transaction.

Keywords

United Bankshares, UBSI, Form 4, Insider Trading, Phantom Stock, Director Compensation, Beneficial Ownership, P. Clinton Winter