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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): September 4, 2024

UNITED COMMUNITY BANKS, INC.

(Exact name of registrant as specified in its charter)

Georgia

001-35095

58-1807304

(State or other jurisdiction of incorporation)

(Commission file number)

(IRS Employer Identification No.)

200 East Camperdown Way

Greenville, South Carolina 29601

(Address of principal executive offices)

Registrant’s telephone number, including area code:

(800) 822-2651

Not applicable

(Former name or former 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 $1 per share	UCB	New York Stock Exchange
Depositary shares, each representing 1/1,000th interest in a share of Series I Non-Cumulative Preferred Stock	UCB PRI	New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

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. ☐

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Effective September 4, 2024, the Board of Directors (the “Board”) of United Community Banks, Inc. (the “Company”) appointed Sally Pope Davis to serve as a Board member until the Company’s next annual meeting of shareholders. The Board increased the size of the Board from 12 to 13 directors and appointed Ms. Davis as a director to fill the vacancy created by the increase. Ms. Davis was also appointed as a member of the Board of Directors of the Company’s wholly-owned banking subsidiary, United Community Bank (the “Bank”).

The Board has not yet determined any committees to which Ms. Davis will be appointed. Ms. Davis will participate in the current director compensation arrangements generally applicable to the Company’s non-employee directors as described in the Company’s Proxy Statement filed in connection with the 2024 Annual Meeting of Shareholders. There are no arrangements or understandings between Ms. Davis and other persons pursuant to which she was selected as a director. Ms. Davis has not engaged in any transaction with the Company or the Bank that would be reportable as a related party transaction under Item 404(a) of Securities and Exchange Commission Regulation S-K.

Ms. Davis retired in April 2024 from The Goldman Sachs Group, Inc. following a 35-year career with that firm where she served most recently as a Managing Director and co-lead portfolio manager for Goldman Sachs Small Cap Value and Mid Cap Value strategies. She is also a member of the boards of directors of First Financial Bankshares, Inc. and Core Specialty Holdings, Inc.

Item 7.01 Regulation FD Disclosure.

In connection with the appointment of Ms. Davis to the Board, the Company issued the press release that is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

Item 9.01 Financial Statements and Exhibits.

(d) See exhibit index below for the list of exhibits filed or furnished with this Current Report on Form 8-K.


EXHIBIT INDEX


Exhibit No.			Description
99.1			Press Release dated September 4, 2024 (furnished only)

104			The cover page from this Current Report on Form 8-K, formatted in Inline XBRL.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


	UNITED COMMUNITY BANKS, INC.


	By:	/s/ Jefferson L. Harralson
	Name:	Jefferson L. Harralson
	Title:	Executive Vice President and Chief Financial Officer


Date: September 4, 2024

EX-99.1 2 ex991pressreleasenewdirect.htm EX-99.1 Document

Exhibit 99.1

FOR IMMEDIATE RELEASE

Contact:

Joy Marshall
joy_marshall@ucbi.com

(864) 241-8738

United Community Banks, Inc. Names Industry Veteran Sally Pope Davis to Board of Directors

GREENVILLE, S.C. – Sept. 4, 2024 – United Community Banks, Inc. is pleased to announce the addition of Sally Pope Davis to its Board of Directors.

Davis recently retired as a managing director after a 35-year career at Goldman Sachs. She co-led one of the industry’s largest small-cap value funds during her tenure at Goldman Sachs Asset Management, while also having specific responsibilities for and expertise in investments across the financial sector, including banking, insurance, capital markets and specialty finance companies. She joined Goldman Sachs in 1989 where she spent her first decade as a sell-side research analyst focused on U.S. regional banking companies.

"Sally brings a wealth of experience and unparalleled expertise in the U.S. banking industry to our board," said Chairman and CEO Lynn Harton. "Her proven track record of analyzing and investing within the financial industry is exceptional. Her unique combination of knowledge and skills is a rare asset that will undoubtedly be instrumental to our future success.”

“Sally was a highly regarded and successful investor in the banking industry for many years. We are honored and grateful that she has chosen to bring that experience to the United Board,” said Thomas Richlovsky, Lead Director.

Davis started her career in finance at Chase Manhattan Bank in 1981, where she held positions in corporate finance, specializing in financial institutions, and was a vice president in capital planning for the corporation.

She joined Brown Brothers Harriman in 1987 to cover regional banks as a sell-side analyst.

“I am excited and honored to join the United Board. I look forward to collaborating with the strong team that has created a culture of success and hope to continue their mission,” said Davis.

Additionally, Davis is a board member at First Financial Bankshares (NASDAQ: FFIN), as well as First Financial Bank and First Financial Trust and Asset Management. She also serves on the board of Cincinnati-based Core Specialty Insurance Holdings, Inc. She received an MBA from the University of Chicago and graduated summa cum laude with a bachelor’s degree in finance from the University of Connecticut.

For the full list of the United Community Banks, Inc. Board of Directors, please visit https://ir.ucbi.com/corporate-governance/board-directors.

About United Community Banks, Inc.

United Community Banks, Inc. (NYSE: UCB) is the financial holding company for United Community, a top 100 U.S. financial institution that is committed to improving the financial health and well-being of its customers and the communities it serves. United Community provides a full range of banking, wealth management and mortgage services. As of June 30, 2024, United Community Banks, Inc. had $27.1 billion in assets, 203 offices across Alabama, Florida, Georgia, North Carolina, South Carolina, and Tennessee, as well as a national SBA lending franchise and a national equipment lending subsidiary. In 2024, United Community became a 10-time winner of J.D. Power’s award for the best customer satisfaction among consumer banks in the Southeast region and was recognized as the most trusted bank in the Southeast. In 2023, United was named by American Banker as one of the “Best Banks to Work For” for the seventh consecutive year and was recognized in the Greenwich Excellence and Best Brands Awards, receiving 15 awards that included national honors for overall satisfaction in small business banking and middle market banking. Forbes has also consistently listed United Community as one of the World’s Best Banks and one of America’s Best Banks. Additional information about United can be found at ucbi.com.

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