UNITED COMMUNITY BANKS INC 8-K

What Happened United Community Banks, Inc. filed an 8-K on April 28, 2026 announcing that Executive Vice President and Chief Financial Officer Jefferson L. Harralson and the Company entered an agreement under which Harralson will resign, effective December 31, 2026. The agreement was executed April 28, 2026 and the company also issued a related press release (Exhibit 99.1).

Key Details

• If Harralson remains employed through the Employment Termination Date (Dec 31, 2026) he will receive his regular pay and benefits through that date, his 2026 incentive bonus when determined, and a cash severance of $1,000,000 payable no later than Jan 15, 2027.
• If terminated by the Company without cause before Dec 31, 2026, he will receive the same benefits as if he had continued to Dec 31, 2026.
• If termination is due to disability prior to Dec 31, 2026, he gets accrued salary, the 2026 bonus when determined, and a prorated severance reduced by $125,000 for each full month remaining until Dec 31, 2026. Voluntary resignation or termination for cause before Dec 31, 2026 yields only accrued salary.
• On the termination date he will meet early-retirement eligibility under the Company’s Modified Retirement Plan and be entitled to a minimum early retirement benefit of $70,000 annually (life annuity or adjusted if another payment method is chosen). The prior retention agreement (Feb 14, 2023) will terminate at the Separation Date unless certain earlier eligibility under that agreement occurs.
• The agreement includes customary non-disparagement, non-solicitation and confidentiality provisions and conditions payment on execution of a release by the Executive.

Why It Matters This is a material executive change affecting the company’s finance leadership and succession planning. The agreement defines cash severance, bonus treatment and retirement benefits that could affect near-term cash outflows (a $1.0M severance payable by Jan 15, 2027 under typical scenarios). Investors should note the transition timeline (end of 2026) and that the company disclosed the change under Regulation FD with a press release.