8-K

UNITED BANKSHARES, INC.

Date: May 18, 2026

/s/ W. Mark Tatterson

W. Mark Tatterson, Executive Vice

President and Chief Financial Officer

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):

May 13, 2026

United Bankshares, Inc.

(Exact name of registrant as specified in its charter)

West Virginia

No. 002-86947

55-0641179

(State or other jurisdiction

of incorporation or organization)

(Commission

File Number)

(I.R.S. Employer

Identification No.)

300 United Center

500 Virginia Street, East

Charleston, West Virginia 25301

(Address of Principal Executive Offices)

(304) 424-8800

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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 is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.

Emerging growth company ☐

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. ☐

Section 5 – Corporate Governance and Management

Item 5.07. Submission of Matters to a Vote of Security Holders

On May 13, 2026, United Bankshares, Inc. (“United” or the “Company”) held its Annual Meeting of Shareholders (the “Meeting”). At the Meeting, shareholders voted on the following three matters outlined in the Company’s Proxy Statement: (1) to elect fourteen (14) persons to serve as directors of the Company for a one-year term expiring at the 2027 Annual Meeting; (2) to ratify the selection of Ernst & Young LLP, as the independent registered public accounting firm for the fiscal year ending December 31, 2026; and (3) to approve, on an advisory basis, the compensation of United’s named executive officers. The matters are described in detail in the Proxy Statement mailed to shareholders on or about April 1, 2026. The shareholders elected each of the fourteen (14) persons listed below as directors of the Company for a one-year term expiring at the 2027 Annual Meeting; ratified the selection of Ernst & Young LLP, as the independent registered public accounting firm for the fiscal year ending December 31, 2026; and approved, on an advisory basis, the compensation of United’s named executive officers. The voting results for the matters appear below.

Proposal 1. Election of Directors:


	Votes For		Votes Withheld		Abstentions	Broker Non-Votes		Votes Uncast
Richard M. Adams		101,776,402		3,263,939	—		17,740,845		41,615
Richard M. Adams, Jr.		103,197,469		1,842,872	—		17,740,845		41,615
Charles L. Capito, Jr.		104,648,915		391,426	—		17,740,845		41,615
Peter A. Converse		101,924,359		3,115,982	—		17,740,845		41,615
Dr. Sara DuMond		104,650,248		390,093	—		17,740,845		41,615
Michael P. Fitzgerald		101,975,626		3,064,715	—		17,740,845		41,615
Dr. Patrice A. Harris		102,337,206		2,703,135	—		17,740,845		41,615
Diana Lewis Jackson		104,699,097		341,244	—		17,740,845		41,615
Mark R. Nesselroad		100,767,717		4,272,624	—		17,740,845		41,615
Lacy I. Rice, III		104,721,468		318,873	—		17,740,845		41,615
Albert H. Small, Jr.		104,723,305		317,036	—		17,740,845		41,615
Mary K. Weddle		101,176,608		3,863,733	—		17,740,845		41,615
Gary G. White		100,737,051		4,303,290	—		17,740,845		41,615
P. Clinton Winter		98,714,925		6,325,416	—		17,740,845		41,615

Proposal 2. Ratification of the selection of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026:


For	Against	Abstentions	Broker Non-Votes	Votes Uncast
118,925,575	3,680,997	216,229	—	—

Proposal 3. Approval, on an advisory basis, the compensation of United’s named executive officers:


For	Against	Abstentions	Broker Non-Votes	Votes Uncast
100,970,987	3,536,801	574,168	17,740,845	—