United Community Banks (UCB) Proxy Filing summary

Executive summary

• Annual meeting scheduled for May 14, 2025, to be held virtually, with shareholders voting on four key proposals.

• 2024 saw 1% growth in deposits and loans (excluding a portfolio sale), a 9% increase in operating EPS, and a 1.08% operating ROA in Q4.

• Recognized for customer satisfaction, trust, and workplace excellence; announced a merger with American National Bank to expand in Florida.

• Board refreshment included the addition of Sally Pope Davis, a respected bank investor.

Voting matters and shareholder proposals

• Shareholders will vote on: election of 12 directors, advisory approval of executive compensation, advisory vote on frequency of say-on-pay, and ratification of PwC as auditor.

• Board recommends voting for all proposals and annual frequency for say-on-pay.

• Shareholder proposals for the 2026 meeting must be submitted by December 3, 2025.

Board of directors and corporate governance

• Board consists of 12 nominees, all current directors, with one retirement (David Shaver).

• Board emphasizes diversity in experience, skills, and backgrounds; recent addition of Sally Pope Davis.

• All directors except the CEO are independent; strong governance practices include a lead independent director, regular self-assessments, and robust succession planning.

• Board committees: Audit, Executive, Nominating and Corporate Governance, Risk, and Talent and Compensation, all with defined charters and annual reviews.