Darren K. Williams
UNITED BANKSHARES INC/WVAbout Darren K. Williams
Executive Vice President, Chief Risk and Information Officer at United Bankshares, Inc. (UBSI). Joined United Bank, Inc. in July 2011; previously CFO/CIO of Centra Financial Holdings/Centra Bank, CIO of the West Virginia University Foundation (2004–2006), and Senior Manager at Ernst & Young (1995–2004). CPA; age 42 as of November 2014 per appointment disclosure . Company performance under current leadership includes 2023 net income of $366.3M, ROAA of 1.25% (94th percentile vs proxy peers), NIM (FTE) 3.56%, and the 50th consecutive annual dividend increase .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Centra Financial Holdings, Inc. / Centra Bank, Inc. | Chief Financial Officer & Chief Information Officer | Not stated (prior to July 2011) | Finance and IT leadership at regional bank |
| West Virginia University Foundation | Chief Information Officer | 2004–2006 | Led foundation technology function |
| Ernst & Young LLP | Senior Manager | 1995–2004 | Advisory/audit leadership; CPA credential |
Fixed Compensation
Multi-year compensation (UBSI Summary Compensation Table):
| Metric ($) | 2022 | 2023 | 2024 |
|---|---|---|---|
| Salary | 452,200 | 470,288 | 491,857 |
| Stock Awards (ASC 718 grant-date FV) | 388,952 | 407,789 | 456,388 |
| All Other Compensation | 33,827 | 38,288 | 37,737 |
| Total Compensation | 1,166,416 | 1,293,345 | 1,478,293 |
Key observations:
- Salary increased ~9% from 2022 to 2024, with rising equity grants and total pay .
- UBSI structures long-term incentive as a mix of performance-based and time-based equity to align with shareholders .
Performance Compensation
| Metric ($) | 2022 | 2023 | 2024 |
|---|---|---|---|
| Non-Equity Incentive Plan Compensation (Annual bonus) | 291,437 | 327,723 | 470,364 |
Notes:
- UBSI emphasizes long-term incentives (performance- and time-based equity) to drive pay-for-performance alignment .
- Company-wide 2023 results (e.g., ROAA 1.25%, NIM 3.56%) support higher bonus outcomes relative to prior years .
Equity Ownership & Alignment
Beneficial ownership among NEOs (as of record dates):
| Date (Record) | Shares Beneficially Owned | % of Class |
|---|---|---|
| Mar 4, 2021 | 60,397 | 0.05% |
| Mar 2, 2023 | 66,128 | 0.05% |
| Mar 5, 2024 | 75,573 | 0.06% |
Additional alignment indicators:
- Ownership includes shares exercisable within 60 days and certain restricted stock units upon specified retirement or change-of-control scenarios per plan footnotes .
- No shares pledged as collateral for Darren K. Williams; pledging disclosures in 2021/2023/2024 footnotes list other individuals (Converse, Winter), not Williams .
Options & Vesting Schedule (Insider Filings)
Current derivative holdings and expirations (Form 5 as of 12/31/2023, filed Feb 13, 2024):
| Option Grant (Exercise Price) | Date Exercisable | Expiration | Underlying Shares |
|---|---|---|---|
| $36.92 | 02/23/2015 | 02/23/2025 | 5,000 |
| $35.04 | 02/29/2016 | 02/28/2026 | 5,000 |
| $45.30 | 02/27/2017 | 02/27/2027 | 7,603 |
| $37.60 | 02/26/2018 | 02/26/2028 | 7,603 |
| $38.49 | 02/25/2019 | 02/25/2029 | 5,419 |
| $32.51 | 02/24/2020 | 02/24/2030 | 7,246 |
| $32.51 | 02/24/2021 | 02/24/2030 | 3,623 |
Non-derivative holdings (same filing): Common stock 28,104 (direct), Direct IRA 2,208, 401k 3,602.0351 (corrected prior reporting error) .
Implications:
- Upcoming option expirations in 2025–2029 could create periodic exercise windows; monitoring 10b5‑1 activity and Form 4s is prudent for potential selling pressure .
Employment Terms
Change-in-control agreement (July 31, 2025):
| Provision | Terms |
|---|---|
| Trigger | Double trigger: termination without cause or resignation for good reason within 2 years after a CIC |
| Cash Severance | Lump-sum equal to 2× (base salary + target annual bonus) for Williams (CEO/President receive 3×) |
| Bonus | Prorated bonus for year of termination based on actual performance + any unpaid prior-year bonus |
| Health Benefit | Employer portion of health premiums for 24 months (36 months for CEO/President) if COBRA elected |
| Documentation | Requires execution and non-revocation of separation and general release; exhibits attached to 8-K |
| SERP | Form of amendment to correct provisions in supplemental executive retirement agreements (including Williams) approved July 29, 2025 |
Accelerated vesting mechanics:
- Beneficial ownership calculations include shares acquirable within 60 days via option exercise and certain accelerated vesting upon retirement or change-of-control per plan footnotes .
Governance & Policies (selected)
- Insider Trading Policy prohibits trading while in possession of MNPI; permits approved Rule 10b5‑1 plans; applies to directors, officers, employees, and related persons .
- No related-party transactions disclosed for Williams at appointment; no family relationships noted .
Investment Implications
- Alignment: Ownership has increased to 75,573 shares (0.06%), plus sizeable vested options, and LTI equity awards—consistent with UBSI’s pay-for-performance framework incorporating performance- and time-based equity .
- Retention Risk: Robust CIC protection (2× cash + prorated bonus + benefits; double-trigger) and SERP amendments lower near-term retention risk; incentives are balanced by required release and CIC timing limits .
- Selling Pressure: Multiple option tranches expiring through 2025–2029 may lead to periodic exercises; continue monitoring Form 4/Rule 10b5‑1 activity to assess supply overhang .
- Performance Linkage: Rising non-equity incentive payouts alongside strong 2023 company performance (ROAA 1.25%, NIM 3.56%, dividend increase) suggest variable pay is responsive to operating results .
- Risk Flags: No pledging disclosed for Williams; anti-hedging is not explicitly stated in the cited policy, but insider trading governance and rule-compliant trading plans are in place .