ThZeal - The Zeal

Georgia

001-35095

58-1807304

(State or other jurisdiction of incorporation)

(Commission file number)

(IRS Employer Identification No.)

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	UCBI	Nasdaq Global Select Market
Depositary shares, each representing 1/1,000th interest in a share of Series I Non-Cumulative Preferred Stock	UCBIO	Nasdaq Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in 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).

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 December 1, 2023, the Board of Directors (the “Board”) of United Community Banks, Inc. (the “Company”) appointed John M. James to serve as a Board member until the Company’s next annual meeting of shareholders. The Board increased the size of the Board from 11 to 12 directors and appointed Mr. James as a director to fill the vacancy created by the increase. Mr. James was also appointed as a member of the Board of Directors of the Company’s wholly-owned banking subsidiary, United Community Bank.

The Board has not yet determined any committees to which Mr. James will be appointed. Mr. James 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 2023 Annual Meeting of Shareholders. There are no arrangements or understandings between Mr. James and other persons pursuant to which he was selected as a director. Mr. James 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.

Mr. James retired in June 2022 from Bank of America Corporation, where he had served for the previous three years as Senior Vice President – Americas Legal Entity Controller Executive. Prior to that role, he served for fourteen years as Bank of America’s Senior Vice President and Corporate Controller.

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


Exhibit No.						Description of Exhibit
99.1						Press release dated December 4, 2023 (furnished only)

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

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/ Melinda Davis Lux
	Name:	Melinda Davis Lux
	Title:	Executive Vice President, General Counsel, and Corporate Secretary


Date: December 4, 2023


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


Item 9.01						Financial Statements and Exhibits.


EXHIBIT INDEX