Form 4: UBSI Director Reports Phantom Stock Acquisition
Insider Trading Report
United Bankshares Director P. Clinton Winter reported the acquisition of 536 shares of phantom stock and updated beneficial ownership of common stock.
Summary
- Director P. Clinton Winter of United Bankshares Inc. (UBSI) filed a Form 4, detailing changes in beneficial ownership.
- The filing reports the acquisition of 536 shares of phantom stock on October 8, 2025.
- Each phantom stock share is convertible on a 1-for-1 basis into common stock and is payable in cash following the reporting person's termination of employment with UBSI.
- The phantom stock was acquired at a price of $37.0949 per share.
- Following this transaction, the director directly owns 54,396 shares of phantom stock.
- Beneficial ownership of common stock includes 457,070 shares held directly and 37,800 shares held indirectly (36,800 indirect and 1,000 indirect by spouse via Bray & Oakley Insurance).
- The transaction was made pursuant to a contract, instruction, or written plan for the purchase or sale of equity securities intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).
Sentiment
Score: 6
Explanation: The filing is a routine disclosure of insider trading activity, specifically an acquisition of phantom stock, which generally indicates continued alignment of management interests with shareholders. The transaction was pre-planned under a 10b5-1 plan, making it a neutral to slightly positive event.
Positives
- Director P. Clinton Winter increased their beneficial ownership of derivative securities (phantom stock) by 536 shares, indicating continued alignment with shareholder interests.
- The transaction was executed under a Rule 10b5-1 plan, suggesting a pre-planned and systematic approach to equity management, which enhances transparency.
Future Outlook
The phantom stock acquired is payable in cash following the reporting person's termination of employment with UBSI.
Industry Context
This filing is a routine insider trading disclosure specific to United Bankshares Inc. and does not provide broader industry trends or competitive analysis.
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Policy Adherence | The transaction was made pursuant to a contract, instruction, or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). | 10/08/2025 | Demonstrates a commitment to transparent and pre-planned insider trading, reducing concerns about opportunistic trading and enhancing corporate governance practices. |
Stakeholder Impact
- Shareholders: The acquisition of phantom stock by a director can be viewed as a positive signal, indicating continued confidence in the company's future performance and aligning management's interests with those of shareholders.
Next Steps
- Phantom stock will be payable in cash following the reporting person's termination of employment with UBSI.
Key Dates
| Date | Description |
|---|---|
| 10/08/2025 | Date of earliest transaction and acquisition of 536 phantom stock shares. |
| 10/08/2025 | Date the Form 4 was filed. |
Recommendation
holdThis Form 4 reports a routine acquisition of phantom stock by a director under a pre-planned 10b5-1 program. While it indicates continued insider alignment, the size of the transaction is not significant enough to warrant a change in investment thesis or a strong buy/sell recommendation based solely on this filing. It is a standard disclosure of beneficial ownership changes.
Keywords
UBSI, United Bankshares, Form 4, Insider Trading, Director, Phantom Stock, Beneficial Ownership, Equity, Financial Services, Banking
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