Form 8-K

8-K — Atlantic Union Bankshares Corp

Accession: 0000883948-26-000038

Filed: 2026-05-01

Period: 2026-05-01

CIK: 0000883948

SIC: 6022 (STATE COMMERCIAL BANKS)

Item: Regulation FD Disclosure

Item: Financial Statements and Exhibits

Documents

8-K — aub-20260501x8k.htm (Primary)

EX-99.1 (aub-20260501xex99d1.htm)

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8-K

8-K (Primary)

Filename: aub-20260501x8k.htm · Sequence: 1

ATLANTIC UNION BANKSHARES CORPORATION_ May 1, 2026

0000883948false0000883948us-gaap:SeriesAPreferredStockMember2026-05-012026-05-010000883948us-gaap:CommonStockMember2026-05-012026-05-0100008839482026-05-012026-05-01

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): May 1, 2026

ATLANTIC UNION BANKSHARES CORPORATION

(Exact name of registrant as specified in its charter)

Virginia

001-39325

54-1598552

(State or other jurisdiction

(Commission

(I.R.S. Employer

of incorporation)

File Number)

Identification No.)

4300 Cox Road

Glen Allen, Virginia 23060

(Address of principal executive offices, including Zip Code)

Registrant’s telephone number, including area code: (804) 633-5031

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 (see General Instruction A.2. below):

☐

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 $1.33 per share

AUB

New York Stock Exchange

Depositary Shares, Each Representing a 1/400th Interest in a Share of 6.875% Perpetual Non-Cumulative Preferred Stock, Series A

AUB.PRA

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 7.01 Regulation FD Disclosure.

Attached as Exhibit 99.1 is a handout containing information that certain members of Atlantic Union Bankshares Corporation (the “Company”) management will use during meetings with investors, analysts, and other interested parties to assist their understanding of the Company from time to time during the second quarter of 2026. Other presentations and related materials will be made available as they are presented. This handout is also available under News & Events > Presentations in the Investor Relations section of the Company’s website at http://investors.atlanticunionbank.com. Exhibit 99.1 is incorporated by reference into this Item 7.01.

The information disclosed in or incorporated by reference into this Item 7.01, including Exhibit 99.1, is furnished and shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.

Description of Exhibit

99.1

Atlantic Union Bankshares Corporation investor presentation

104

Cover Page Interactive Data File – the cover page iXBRL tags are embedded within the Inline XBRL document

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.

ATLANTIC UNION BANKSHARES CORPORATION

Date: May 1, 2026

By:

/s/ Alexander D. Dodd

Alexander D. Dodd

Executive Vice President and

Chief Financial Officer

EX-99.1

Filename: aub-20260501xex99d1.htm · Sequence: 2

Exhibit 99.1

Investor Presentation May - June, 2026

This presentation and statements by our management may constitute “forward

FORWARD-LOOKING STATEMENTS -looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are statements that include, without limitation, statements regarding

our strategic initiatives, priorities, plan and vision; our acquisition of Sandy Spring Bancorp, Inc. (“Sandy Spring”), including expectations with regard to the benefits of the Sandy Spring acquisition; statements regarding our strategic expansion into North Carolina and the

impacts of such strategy; statements regarding our business, financial and operating results, including our deposit base and funding; the impact of changes in economic conditions, anticipated changes in the interest rate environment and the related impacts on our net

interest margin, changes in economic, fiscal or trade policy and the potential impacts on our business, loan demand and economic conditions in our markets and nationally; management’s beliefs regarding our liquidity, capital resources, asset quality, CRE loan portfolio and

our customer relationships; statements regarding our strategy, statements that include other projections, predictions, expectations, or beliefs about future events or results or otherwise are not statements of historical fact, and statements on the slides entitled “Our Strategic

Priorities”, “Highlights”, “Harnessing Organic Power”, “2026 Financial Outlook” and “North Carolina Expansion Strategy”. Such forward-looking statements are based on certain assumptions as of the time they are made, and are inherently subject to known and unknown

risks, uncertainties, and other factors, some of which cannot be predicted or quantified, that may cause actual results, performance, or achievements to be materially different from those expressed or implied by such forward-looking statements. Forward-looking statements

are often characterized by the use of qualified words (and their derivatives) such as “expect,” “believe,” “estimate,” “plan,” “project,” “anticipate,” “intend,” “will,” “may,” “view,” “opportunity,” “seek to,” “potential,” “continue,” “confidence,” or words of similar meaning or

other statements concerning opinions or judgment of Atlantic Union Bankshares Corporation (the “Company,” “AUB,” “we,” “us” or “our”) and our management about future events. Although we believe that our expectations with respect to forward-looking statements are

based on reasonable assumptions within the bounds of our existing knowledge of our business and operations, there can be no assurance that actual future results, performance, or achievements of, or trends affecting, us will not differ materially from any projected future

results, performance, achievements or trends expressed or implied by such forward-looking statements. Actual future results, performance, achievements or trends may differ materially from historical results or those anticipated depending on a variety of factors, including,

but not limited to, the effects of or changes in:

• market interest rates and their related impacts on macroeconomic conditions, customer and client behavior, our funding costs

and our loan and securities portfolios;

• economic conditions, including inflation and recessionary conditions and their related impacts on economic growth and

customer and client behavior;

• U.S. and global trade policies and tensions, including changes in, or the imposition of, tariffs and/or trade barriers and the

economic impacts, volatility and uncertainty resulting therefrom, and geopolitical instability;

• volatility in the financial services sector, including failures or rumors of failures of other depository institutions, along with actions

taken by governmental agencies to address such turmoil, and the effects on the ability of depository institutions, including us, to

attract and retain depositors and to borrow or raise capital;

• legislative or regulatory changes and requirements, including changes in federal state or local tax laws and changes impacting the

rulemaking, supervision, examination and enforcement priorities of the federal banking agencies;

• the sufficiency of liquidity and changes in our capital position;

• general economic and financial market conditions in the United States generally and particularly in the markets in which we

operate and which our loans are concentrated, including the effects of declines in real estate values, an increase in

unemployment levels, U.S. fiscal debt, budget and tax matters, U.S. government shutdowns, and slowdowns in economic growth;

• the impact of purchase accounting with respect to the Sandy Spring acquisition, or any change in the assumptions used regarding

the assets acquired and liabilities assumed to determine the fair value and credit marks;

• the possibility that the anticipated benefits of our acquisition activity, including our acquisitions of Sandy Spring and American

National, including anticipated cost savings and strategic gains, are not realized when expected or at all, including as a result of

the strength of the economy, competitive factors in the areas where we do business, or as a result of other unexpected factors or

events;

• potential adverse reactions or changes to business or employee relationships, including those resulting from our acquisitions of

Sandy Spring and American National;

• our ability to identify, recruit and retain key employees

• monetary, fiscal and regulatory policies of the U.S. government, including policies of the U.S. Department of the Treasury and the

Federal Reserve;

• the quality or composition of our loan or investment portfolios and changes in these portfolios;

• demand for loan products and financial services in our market areas;

• our ability to manage our growth or implement our growth strategy;

• the effectiveness of expense reduction plans;

• the introduction of new lines of business or new products and services;

• real estate values in our lending area;

• changes in accounting principles, standards, rules, and interpretations, and the related impact on our financial statements;

• an insufficient ACL or volatility in the ACL resulting from the CECL methodology, either alone or as that may be affected by

changing economic conditions, credit concentrations, inflation, changing interest rates, or other factors;

• concentrations of loans secured by real estate, particularly commercial real estate;

• the effectiveness of our credit processes and management of our credit risk;

• our ability to compete in the market for financial services and increased competition from fintech companies;

• technological risks and developments, and cyber threats, attacks, or events;

• emerging issues related to the development and use of artificial intelligence that could give rise to legal or regulatory action or

increase the risk of a cybersecurity attack or the probability that such an attack would be successful;

• operational, technological, cultural, regulatory, legal, credit, and other risks associated with the exploration, consummation and

integration of potential future acquisitions, whether involving stock or cash consideration;

• the potential adverse effects of unusual and infrequently occurring events, such as weather-related disasters, terrorist acts,

geopolitical conflicts or public health events (such as pandemics), and of governmental and societal responses thereto; these

potential adverse effects may include, without limitation, adverse effects on macroeconomic conditions, the ability of our

borrowers to satisfy their obligations to us, on the value of collateral securing loans, on the demand for our loans or our other

products and services, on supply chains and methods used to distribute products and services, on incidents of cyberattack and

fraud, on our liquidity or capital positions, on risks posed by reliance on third-party service providers, on other aspects of our

business operations and on financial markets and economic growth;

• performance by our counterparties or vendors;

• deposit flows;

• the availability of financing and the terms thereof;

• the level of prepayments on loans and mortgage-backed securities;

• actual or potential claims, damages, and fines related to litigation or government actions, which may result in, among other

things, additional costs, fines, penalties, restrictions on our business activities, reputational harm, or other adverse

consequences;

• any event or development that would cause us to conclude that there was an impairment of any asset, including intangible

assets, such as goodwill; and

• other factors, many of which are beyond our control.

Please also refer to such other factors as discussed throughout Part I, Item 1A. “Risk Factors” and Part II, Item 7. “Management’s Discussion and Analysis of Financial Condition and Results of Operations” of our Annual Report on Form 10-K for the year ended

December 31, 2025, and related disclosures in other filings, which have been filed with the U.S. Securities and Exchange Commission (“SEC”) and are available on the SEC’s website at www.sec.gov. All risk factors and uncertainties described herein and therein should be

considered in evaluating forward-looking statements, and all forward-looking statements are expressly qualified by the cautionary statements contained or referred to herein and therein. The actual results or developments anticipated may not be realized or, even if

substantially realized, they may not have the expected consequences to or effects on the Company or our businesses or operations. Readers are cautioned not to rely too heavily on forward-looking statements. Forward-looking statements speak only as of the date they are

made. We do not intend or assume any obligation to update, revise or clarify any forward-looking statements that may be made from time to time by or on behalf of the Company, whether because of new information, future events or otherwise, except as required by law.

ADDITIONAL INFORMATION

Non-GAAP Financial Measures

This presentation contains certain financial information determined by methods other than

in accordance with generally accepted accounting principles in the United States (“GAAP”).

These non-GAAP financial measures are a supplement to GAAP, which is used to prepare

our financial statements, and should not be considered in isolation or as a substitute for

comparable measures calculated in accordance with GAAP. In addition, our non-GAAP

financial measures may not be comparable to non-GAAP financial measures of other

companies. We use the non-GAAP financial measures discussed herein in our analysis of

our performance. Our management believes that these non-GAAP financial measures

provide additional understanding of ongoing operations, enhance comparability of results

of operations with prior periods, show the effects of significant gains and charges in the

periods presented without the impact of items or events that may obscure trends in our

underlying performance, or show the potential effects of accumulated other

comprehensive income (or AOCI) or unrealized losses on securities on our capital. This

presentation also includes certain projections of non-GAAP financial measures. Due to the

inherent variability and difficulty associated with making accurate forecasts and

projections of information that is excluded from these projected non-GAAP measures, and

the fact that some of the excluded information is not currently ascertainable or accessible,

we are unable to quantify certain amounts that would be required to be included in the most

directly comparable projected GAAP financial measures without unreasonable effort.

Consequently, no disclosure of projected comparable GAAP measures is included, and no

reconciliation of forward-looking non-GAAP financial information is included.

Please see “Reconciliation of Non-GAAP Disclosures” at the end of this presentation for a

reconciliation to the nearest GAAP financial measure.

No Offer or Solicitation

This presentation does not constitute an offer to sell or a solicitation of an offer to buy any

securities. No offer of securities shall be made except by means of a prospectus meeting

the requirements of the Securities Act of 1933, as amended, and no offer to sell or

solicitation of an offer to buy shall be made in any jurisdiction in which such offer,

solicitation or sale would be unlawful.

Market and Industry Data

Unless otherwise indicated, market data and certain industry forecast data used in this

presentation were obtained from internal reports, where appropriate, as well as third party

sources and other publicly available information. Data regarding the industries and markets

in which the Company competes, its market position and market share within these

industries are inherently imprecise and are subject to significant business, economic and

competitive uncertainties beyond the Company's control. In addition, assumptions and

estimates of the Company and its industries' future performance are necessarily subject to

a high degree of uncertainty and risk due to a variety of factors. These and other factors

could cause future performance to differ materially from assumptions and estimates.

About Atlantic Union Bankshares Corporation

Headquartered in Richmond, Virginia, Atlantic Union Bankshares Corporation (NYSE: AUB)

is the holding company for Atlantic Union Bank. Atlantic Union Bank has branches and

ATMs located in Virginia, Maryland, North Carolina and Washington, D.C. Certain non-bank

financial services affiliates of Atlantic Union Bank include: Atlantic Union Equipment

Finance, Inc., which provides equipment financing; AUB Investments, Inc., which provides

investment services; and Atlantic Union Capital Markets, Inc., which provides capital

market services.

N O R F O L K

V I R G I N I A

B E A C H

M a ry l a n d

V irg in ia

No rth C a ro l in a

C H A R L O T T E

W I L M I N G T O N

B A L T I M O R E

R A L E I G H

G R E E N S B O R O

W A S H I N G T O N

R O A N O K E

S T A U N T O N

C H A R L O T T E S V I L L E

R I C H M O N D

F R E D E R I C K S B U R G

HIGHLIGHTS1

branches across

Virginia, North

Carolina and

Maryland footprint

178

largest regional

bank in lower Mid-Atlantic, Maryland

and Virginia2,3

$37.3 Billion

Assets

$27.9 Billion

Loans

$30.4 Billion

Deposits

$5.5 Billion

Market Capitalization

Soundness | Profitability | Growth

1. Assets, Loans, Deposits, and Branch Count are as of March 31, 2026. Market Cap as of April 20, 2026.

2. Based on deposit market share as of June 30, 2025. Regional market: Delaware, Maryland, New Jersey, Pennsylvania, Virginia, Washington, D.C., and West Virginia

3. Regional banks defined as U.S. Banks with <$100 Billion in assets

OUR COMPANY

Branch (178) LPO (2)

Largest Regional Bank Headquartered in the Lower Mid-Atlantic

Dense, uniquely valuable presence

across attractive markets

FINANCIAL

STRENGTH

Solid balance sheet &

capital levels

PEER-LEADING

PERFORMANCE

Committed to top-tier

financial performance

ATTRACTIVE

FINANCIAL

PROFILE

Solid dividend yield

& payout ratio with

earnings upside

STRONG GROWTH

POTENTIAL

Organic & acquisition

opportunities

OUR

SHAREHOLDER

VALUE

PROPOSITION

Positioned for growth and long-term shareholder value creation as a

preeminent regional bank with a leading presence in attractive markets

LEADING REGIONAL

PRESENCE

Our Core Values

Continue to

Make us

Successful

CARING

Working together toward

common goals, acting with

kindness, respect, and a genuine

concern for others.

COURAGEOUS

Speaking openly, honestly,

and accepting our challenges

and mistakes as opportunities to

learn and grow.

COMMITTED

Driven to help our clients,

Teammates, and company

succeed, doing what is right and

accountable for our actions.

Select awards received over the last three years

Our Strategic

Priorities

Merger Execution

Execute upon the Sandy Spring acquisition, realizing its expectations

and potential

Build Scaling Capabilities

Continue to build infrastructure, risk management, workforce,

processes and capabilities to support scaling over time

Deliver Organic Growth

Leverage core franchise to deepen relationships, grow market share,

increase operating leverage, and build upon a strong and durable foundation

Innovate and Transform

Capitalize on technology to enhance organic growth, increase efficiency and

quality, and outpace customer expectations

Strategic Investments

Supplement organic growth with other strategic opportunities to enhance

our organic growth and transformation, but we plan to deprioritize whole

bank acquisitions under our current strategic plan

FOUNDATIONAL

ORGANIC

INORGANIC

Harnessing Organic Power

With the franchise now established, our focus is on maximizing its potential:

We Believe AUB

Was Built For

This Moment

We have invested the capital,

built the platform, and

assembled the team. Now is the

time to demonstrate the power

of what we have built—

delivering sustainable, top-tier

performance and returns.

Organic growth

Deepening relationships,

growing our company

organically, and leveraging our

scale efficiently.

Capital generation

Shifting from capital

deployment to capital

creation, targeting top tier

returns, earnings growth,

and tangible book value per

share growth.

Disciplined execution

Delivering on the promises

made to our stakeholders.

1. For non-GAAP financial measures, see reconciliation to most directly comparable GAAP measure in "Appendix - Reconciliation of Non-GAAP Disclosures”

HIGHLIGHTS

Q1 2026

LOANS & DEPOSITS

Loan growth was approximately 2.2% annualized in

Q1 2026

Non-interest bearing deposits at 23% of total

deposits at March 31, 2026

Loan/Deposit ratio of 92.0% at March 31, 2026

POSITIONING

FOR LONG TERM

Lending pipelines remain healthy and are higher

than at the start of Q1 2026

Focused on generating positive operating leverage

DIFFERENTIATED

CLIENT EXPERIENCE

Responsive, strong and capable alternative to large

national banks, while competitive with and more

capable than smaller banks

CAPITALIZE ON

STRATEGIC OPPORTUNITIES

Focused on execution after completion of Sandy Spring

franchise integration

Organic expansion in North Carolina planned in 2026

FINANCIAL RATIOS

Q1 2026 adjusted operating return on tangible common

equity of 19.6%1

Q1 2026 adjusted operating return on assets of 1.41%1

Q1 2026 adjusted operating efficiency ratio (FTE) of 49.9%1

ASSET QUALITY

Q1 2026 annualized net charge-offs at 2 basis points

of total average loans held for investment

Allowance for Credit Loss as a percentage of loans

held for investment of 1.15%

Growth opportunity in all three states

Source: SNL Financial and FDIC deposit data

Deposit and branch data as of 6/30/25 which is presented on a pro forma basis for any announced transactions

Note: Excludes branches with deposits greater than $6.0 billion

Market Opportunity in Virginia, Maryland, and North Carolina

NORTH

CAROLINA

A LL B A N K S

MARYL AND

A LL B A N K S

Rank Institution Deposits ($mm) Market Share (%) Branches

1 Truist Financial Corp. $42,730 18.0% 275

2 Wells Fargo & Co. 38,469 16.2 217

3 First Citizens BancShares Inc. 26,166 11.0 197

4 Bank of America Corp. 20,848 8.8 107

5 PNC Financial Services Group Inc. 11,463 4.8 101

6 First Bancorp 9,514 4.0 101

7 F.N.B. Corp. 8,911 3.8 94

8 Fifth Third Bancorp 7,676 3.2 83

9 First Horizon Corp. 7,099 3.0 78

10 Pinnacle Financial Partners Inc. 6,936 2.9 48

26 Atlantic Union Bankshares Corp. 892 0.4 11

Top 10 Banks $179,812 75.7% 1,301

All Institutions in Market $236,907 100.0% 2,004

Rank Institution Deposits ($mm) Market Share (%) Branches

1 Bank of America Corp. $28,432 16.1% 115

2 Truist Financial Corp. 22,129 12.5 138

3 M&T Bank Corp. 18,687 10.6 157

4 PNC Financial Services Group Inc. 17,919 10.1 118

5 Wells Fargo & Co. 11,895 6.7 74

6 Capital One Financial Corp. 11,342 6.4 42

7 Atlantic Union Bankshares Corp 9,628 5.4 40

8 Eagle Bancorp Inc. 6,847 3.9 7

9 Forbright Inc. 6,012 3.4 3

10 Shore Bancshares Inc. 4,859 2.8 35

Top 10 Banks $137,750 77.9% 729

All Institutions in Market $176,978 100.0% 1,150

Growth

Opportunity

Growth

Opportunity

Rank Institution Deposits ($mm) Market Share (%) Branches

1 Truist Financial Corp $48,785 21.3% 259

2 Wells Fargo & Co 33,151 14.5 178

3 Bank of America Corp. 23, 985 10.5 98

4 Atlantic Union Bankshares Corp 20,447 8.9 131

5 TowneBank 12,748 5.6 59

6 United Bankshares Inc. 9,571 4.2 80

7 PNC Financial Services Group Inc. 5,344 2.3 53

8 Capital One Financial Corp. 4,093 1.8 20

9 Burke & Herbert 3,555 1.6 37

10 Carter Bank & Trust 3,519 1.5 52

Top 10 Banks $165,198 72.2% 967

All Institutions in Market $229,230 100.0% 1,852

VIRGINIA

A LL B A N K S

VIRGINIA

BANKS

HEADQUART ERE D

IN VA

Rank Institution Deposits ($mm) Market Share (%) Branches

1 Atlantic Union Bankshares Corp. $20,447 23.9% 131

2 TowneBank 12,748 14.9 59

3 Capital One Financial Corp. 4,093 4.8 20

4 Burke & Herbert 3,555 4.2 37

5 Carter Bank & Trust 3,519 4.1 52

6 Primis Financial Corp 3,169 3.7 26

7 First Bancorp Inc. 3,004 3.5 21

8 C&F Financial Corp 2,261 2.7 31

9 Blue Ridge Bankshares Inc. 2,018 2.4 29

10 FVCBankcorp Inc. 1,793 2.1 5

Top 10 Banks $56,607 66.3% 411

All Institutions in Market $88,446 100.0% 829

Growth

Opportunity

Franchise

Strength

Source: Most recent data available from S&P Global; Bureau of Economic Analysis, Bureau of Labor Statistics 11

Our Markets

# State

Pop.

(Millions)

1 California 39.4

2 Texas 32.0

3 Florida 24.0

4 New York 19.9

5 Pennsylvania 13.1

6 Illinois 12.7

7 Ohio 11.9

8 Georgia 11.3

# State HHI ($)

1 District of Columbia 117,508

2 Massachusetts 109,065

3 New Jersey 108,801

4 Maryland 107,134

5 New Hampshire 106,667

6 California 105,694

7 Washington 105,641

8 Hawaii 105,239

# State

GDP

($Billions)

1 California 4,251

2 Texas 2,904

3 New York 2,468

4 Florida 1,835

5 Illinois 1,202

6 Pennsylvania 1,056

7 Ohio 967

8 Georgia 925

# State

Pop.

(Millions)

9 North Carolina 11.2

10 Michigan 10.2

11 New Jersey 9.6

12 Virginia 8.9

13 Washington 8.0

14 Arizona 7.7

15 Tennessee 7.3

18 Maryland 6.3

# State HHI ($)

9 Utah 103,211

10 Connecticut 102,592

11 Colorado 102,130

12 Virginia 99,769

13 Alaska 96,366

14 Minnesota 95,088

15 Rhode Island 93,626

37 North Carolina 79,045

# State

GDP

($Billions)

9 Washington 895

10 North Carolina 894

11 New Jersey 887

12 Massachusetts 820

13 Virginia 798

14 Michigan 730

15 Arizona 598

18 Maryland 568

MEDIAN HOUSEHOLD INCOME ($)

2026 POPULATION

( M I LLI O N S )

2025 GDP

( $ B I LLI O N S )

UNEMPLOYMENT BY STATE

# State

January 2026

(%)

1 South Dakota 2.2

1 Hawaii 2.2

3 North Dakota 2.6

4 Vermont 2.7

4 Alabama 2.7

6 Nebraska 3.0

7 New Hampshire 3.2

8 Wisconsin 3.3

# State

January 2026

(%)

8 Maine 3.3

10 Indiana 3.4

10 Iowa 3.4

17 Virginia 3.7

19 North Carolina 3.8

25 Maryland 4.3

51 District of

Columbia 6.7

National Rate 4.3

LOANS ($mm)

$16,611 $15,932 $16,818

$20,398

$30,472 $30,391

2021 2022 2023 2024 2025 Q1 2026

Data as of December 31 each respective year, except for Q1 2026 which is as of the three months ended March 31, 2026

CAGR defined as compounded annual growth rate from 2021 through Q1 2026

BALANCE SHEET TRENDS (GAAP)

$20,065 $20,461 $21,166

$24,585

$37,586 $37,315

2021 2022 2023 2024 2025 Q1 2026

$13,196

$14,449

$15,635

$18,471

$27,796 $27,946

2021 2022 2023 2024 2025 Q1 2026

19% CAGR DEPOSITS ($mm) 15% CAGR ASSETS ($mm) 16% CAGR

13 Data as of or for the twelve months ended each respective year, except for Q1 2026 which is as of the three months ended March 31, 2026

STRONG TRACK RECORD OF PERFORMANCE (GAAP)

$3.26 $2.97 $2.53 $2.24 $2.03

$0.84

2021 2022 2023 2024 2025 Q1 2026

9.68% 9.51% 8.27% 7.04% 6.16%

9.78%

2021 2022 2023 2024 2025 Q1 2026

61.91%

57.46%

61.32% 62.09%

65.16%

57.14%

2021 2022 2023 2024 2025 Q1 2026

1.32% 1.18%

0.98% 0.88% 0.80%

1.33%

2021 2022 2023 2024 2025 Q1 2026

EARNINGS PER SHARE, DILUTED

AVAILABLE TO COMMON SHAREHOLDERS ($) RETURN ON EQUITY (ROE) (%)

RETURN ON ASSETS (ROA) (%) EFFICIENCY RATIO (%)

STRONG TRACK RECORD OF PERFORMANCE (NON-GAAP)

Data as of or for the twelve months ended each respective year, except Q1 2026 which is as of the three months ended March 31, 2026

(1) Non-GAAP financial measure; See reconciliation to most directly comparable GAAP measure in "Appendix -- Reconciliation of Non-GAAP Disclosures”

ADJUSTED OPERATING EARNINGS PER SHARE

AVAILABLE TO COMMON SHAREHOLDERS, DILUTED ($)(1)

ADJUSTED OPERATING RETURN

ON TANGIBLE COMMON EQUITY (ROTCE) (%)(1)

ADJUSTED OPERATING RETURN ON ASSETS (ROA) (%)(1) ADJUSTED OPERATING EFFICIENCY RATIO (FTE)(%)(1)

$3.53

$2.92 $2.95 $2.88

$3.44

$0.89

2021 2022 2023 2024 2025 Q1 2026

18.07% 17.06% 17.21% 16.85%

20.41% 19.62%

2021 2022 2023 2024 2025 Q1 2026

54.52% 54.68% 54.15% 53.31%

49.68% 49.86%

2021 2022 2023 2024 2025 Q1 2026

1.43%

1.16% 1.14% 1.11%

1.33% 1.41%

2021 2022 2023 2024 2025 Q1 2026

CAPITAL RATIO

REGULATORY WELL

CAPITALIZED

MINIMUMS

REPORTED PRO FORMA INCLUDING AOCI

& HTM UNREALIZED LOSSES

ATLANTIC UNION

BANKSHARES

ATLANTIC

UNION BANK

ATLANTIC

UNION

BANKSHARES

ATLANTIC

UNION BANK

Common Equity Tier 1 Ratio

(CET1) 6.5% 10.2% 13.1% 9.2% 12.1%

Tier 1 Capital Ratio 8.0% 10.8% 13.1% 9.7% 12.1%

Total Risk Based Capital Ratio 10.0% 14.0% 14.1% 13.0% 13.0%

Leverage Ratio 5.0% 9.3% 11.3% 8.4% 10.4%

Tangible Equity to Tangible

Assets (non-GAAP)1

- 8.5% 10.5% 8.4% 10.4%

Tangible Common Equity Ratio

(non-GAAP) 1

- 8.0% 10.5% 7.9% 10.4%

As of 3/31/2026 As of 12/31/2025 % Change

Tangible Book Value per share

(non-GAAP) 1 - $19.93 $19.69 1.2%

1. For non-GAAP financial measures, see reconciliation to most directly comparable GAAP measures in “Appendix – Reconciliation of Non-GAAP Disclosures”

* Capital information presented herein is based on estimates and subject to change pending the Company’s filing of its regulatory reports

STRONG CAPITAL POSITION CAPITAL MANAGEMENT STRATEGY

ATLANTIC UNION CAPITAL MANAGEMENT

OBJECTIVES ARE TO:

• Maintain designation as a “well capitalized”

institution.

• Ensure capital levels are commensurate with

the Company’s risk profile, capital stress test

projections, and strategic plan objectives.

THE COMPANY’S CAPITAL RATIOS ARE WELL

ABOVE REGULATORY WELL CAPITALIZED LEVELS

AS OF MARCH 31, 2026

• On a pro forma standalone basis, the Company

and the Bank would be well capitalized if

unrealized losses on securities were realized at

March 31, 2026.

CAPITAL MANAGEMENT ACTIONS

• During the first quarter of 2026, the Company

paid a common stock dividend of 37 cents per

share, which was the same as the fourth quarter

of 2025, and an increase of 8.8% from the first

quarter of 2025 dividend amount.

• During the first quarter of 2026, the Company

paid dividends of $171.88 per outstanding share

of Series A Preferred Stock

At March 31, 2026

2026 Financial Outlook

1. Information on this slide is presented as of April 21, 2026, reflects the Company’s updated financial outlook, certain of the Company’s financial targets, and key economic and other assumptions, and will not be

updated or affirmed unless and until the Company publicly announces such an update or affirmation. The 2026 financial outlook, the Company’s financial targets and the key economic assumptions contain

forward-looking statements. These statements are based on current beliefs and expectations of our management and are subject to significant risks and uncertainties, including, but not limited to, volatility and

uncertainty in the macro economic environment, changes in federal and state governmental policies, the imposition or expansion of tariffs, sustained inflationary pressures, macroeconomic conditions, and

geopolitical instability. As a result, actual results or conditions may differ materially. See the information set forth below the heading “Forward-Looking Statements” on slide 2 of this presentation.

2. Refer to “Additional Information” slide and Appendix for non-GAAP disclosures.

FULL YEAR 2026 OUTLOOK 1

Loans (end of period) $29.0 – 30.0 billion

Deposits (end of period) $31.0 – 32.0 billion

Credit Outlook

ACL to loans: ~115 – 120 bps

Net charge-off ratio: ~10 – 15 bps

Net Interest Income (FTE) 2 ~$1.34 - $1.35 billion

Net Interest Margin (FTE) 2 ~3.90% - 4.00%

Noninterest Income ~$220 - $230MM

Adjusted Operating Noninterest Expense2

(excludes amortization of intangible assets)

~$742- $752MM

Amortization of intangible assets ~$60MM

Tangible Book Value Growth Per Share ~12-15% growth

• The Federal Reserve Bank does not cut

the fed funds rate in 2026 and term rates

remain stable

• Assumes moderate GDP growth and a

stable economy in AUB’s branch footprint

• Expect Virginia, Maryland, and North

Carolina unemployment rate to rise

but remain below the national

unemployment rate in 2026

KEY ASSUMPTIONS1

Q1 2026

APPENDIX

AUB DIVERSIFIED AND GRANULAR LOAN PORTFOLIO

Figures may not total to 100% due to rounding

Duration and Weighted Average Yield Data is as of or for the three months ended March 31, 2026

Commercial defined as C&I plus owner-occupied commercial real estate and other commercial

1 For non-GAAP financial measures, see reconciliation to most directly comparable GAAP measures in "Appendix - Reconciliation of Non-GAAP Disclosures"

Duration

Q2 2025 Weighted Average Yield (Tax Equivalent)

C&D 6.3%

Owner Occupied

CRE

15.5%

C&I

19.3%

Other Commercial

5.5% Commercial 1-4 Family

3.8%

Non-Owner

Occupied CRE

25.8%

Multifamily RE

8.3%

Consumer 1-4 Family

10.2%

Residential 1-4 family

- Revolving 4.5%

Auto

0.6%

Consumer

0.4%

TOTAL LOAN PORTFOLIO $27.9 BILLION

Total Portfolio Characteristics

At March 31,2026

LOAN PORTFOLIO CHARACTERISTICS

1.2 years

Duration

40%

Commercial

6.14%

Q1 2026 Weighted Average Yield (Tax Equivalent)1

Total Non-Owner Occupied

CRE 25.8%

Owner Occupied CRE 15.5%

Construction and Land

Development 6.3%

Multifamily Real Estate 8.3%

Residential 1-4 Family -

Commercial 3.8%

Other Commercial

(Farmland) 0.1%

All Other Loans 40.2%

Figures may not foot due to rounding

AUB CRE PORTFOLIO

At March 31, 2026

CRE BY CLASS

$ I N M I LLI O N S

Total

Outstandings

% of

Total Portfolio

Hotel/Motel B&B $1,247 4.5%

Industrial/Warehouse $1,337 4.8%

Office $1,465 5.2%

Retail $1,743 6.2%

Self Storage $716 2.6%

Senior Living $120 0.4%

Other $584 2.1%

Total Non-Owner Occupied CRE $7,212 25.8%

Owner Occupied CRE $4,320 15.5%

Construction and Land Development $1,748 6.3%

Multifamily Real Estate $2,322 8.3%

Residential 1-4 Family - Commercial $1,053 3.8%

Other Commercial (Farmland) $42 0.2%

Total CRE $16,697 59.7%

$27.9B

Total

Loans

At March 31, 2026

1. Trailing 4 Quarters Avg NCO/Trailing 4 Quarter Avg Office Portfolio

Figures may not foot due to rounding.

NON-OWNER OCCUPIED OFFICE CRE PORTFOLIO

NON-OWNER OCCUPIED OFFICE

GEOGRAPHICALLY DIVERSE NON PORTFOLIO CREDIT QUALITY -OWNER OCCUPIED OFFICE PORTFOLIO

* DC, Montgomery County, Prince George’s County, Fairfax County, Fairfax City, Falls

Church City, Arlington County, Alexandria City

( $ M I LLI O N S )

Carolinas $301

Western VA $155

Fredericksburg Area $160

Central VA $103

Coastal VA/NC $64

Baltimore $129

DC Metro $426

Other Maryland $53

Eastern VA $34

Other $40

Total $1,465

BY MARKET DC METRO SUBMARKET* KEY PORTFOLIO METRICS

Avg. Office Loan ($ thousands) $2,133

Median Office Loan ($ thousands) $726

Loan Loss Reserve / Office Loans 1.76%

NCOs / Office Loans1 -0.01%

Delinquencies / Office Loans 0.48%

NPL / Office Loans 0.26%

Criticized Loans / Office Loans 10.16%

District of Columbia $59

Suburban Maryland $184

Suburban Virginia $184

Total $426

MULTIFAMILY CRE PORTFOLIO

1. Trailing 4 Quarters Avg NCO/Trailing 4 Quarter Avg Multifamily Portfolio

Figures may not foot due to rounding.

Carolinas $721

Western VA $261

Fredericksburg Area $85

Central VA $305

Coastal VA/NC $216

Baltimore $159

DC Metro $321

Other Maryland $10

Eastern VA $59

Other $186

Total $2,322

At March 31, 2026

* DC, Montgomery County, Prince George’s County, Fairfax County, Fairfax City, Falls

Church City, Arlington County, Alexandria City

BY MARKET

MULTIFAMILY PORTFOLIO CREDIT

GEOGRAPHICALLY DIVERSE MULTIFAMILY PORTFOLIO QUALITY

DC METRO SUBMARKET* KEY PORTFOLIO METRICS

( $ M I LLI O N S )

Avg. Multifamily Loan ($ thousands) $3,566

Median Multifamily Loan ($ thousands) $863

Loan Loss Reserve / Multifamily Loans 1.16%

NCOs / Multifamily Loans1 -0.01%

Delinquencies / Multifamily Loans 1.37%

NPL / Multifamily Loans 0.89%

Criticized Loans / Multifamily Loans 12.43%

District of Columbia $244

Suburban Maryland $62

Suburban Virginia $15

Total $321

$738.1 million 1.05% $3.4 million

Total Amount of Loans Loan Loss Reserve/

Gov Con Loans

Avg. Loan Size

0.00% 0.0% 6.35%

Non-Performing Loans Net Charge-Offs1 Criticized Loans/

Gov Con Loans

1. Trailing 4 Quarters Avg NCO/Trailing 4 Quarter Avg Government Contracting Portfolio

OVERVIEW OF GOVERNMENT-RELATED LOAN

PORTFOLIO EXPOSURES

• Government Contracting team has

managed through government

shutdowns and sequestrations in the

past.

• Focus on national security agency and

defense industry contractors.

• Active monitoring of all published

notices of contract terminations or

stop work orders.

KEY METRICS OF GOVERNMENT CONTRACTING PORTFOLIO

As of March 31, 2026

• Comprised primarily of facilities that help fund private equity

group lending to businesses

• The Company’s exposure consists of granular downstream

credits held as collateral with each facility controlled with

specific conservative advance rates and concentration

percentages

• The Company has had no NDFI charge-offs or past due loans in

the preceding four quarters

• All NDFI loans are included in the Other Commercial (Other) loan

class

1 As of March 31, 2026, there were no outstanding balances related to loans to consumer credit intermediaries

AUB NON-DEPOSITORY FINANCIAL INSTITUTION

(“NDFI”)/PRIVATE CREDIT PORTFOLIO

At March 31, 2026

$24.0

$157.2

$66.3

NDFI/PRIVATE CREDIT PORTFOLIO PORTFOLIO CHARACTERISTICS

$ I N M I LLI O N S

Loans to mortgage credit intermediaries

Institutional CRE, Residential Mortgage Warehouse,

Mortgage Servicing Rights ("MSR")

Loans to business credit intermediaries

Wholesale Lender Finance, Business Development

Companies

Other loans to non-depository financial

institutions

All Other (e.g. insurance, broker/dealer)

Loans to consumer credit intermediaries1

Consumer Lender Finance

N D F I / P R I V A T E C R E D I T LO A N T Y P E S

Total of $247.5

NDFI Loan Loss Reserve / Total NDFI Loans 0.82%

NDFI Loans/ Total Loans 0.89%

Average NDFI Loan Size $2.1 million

KEY PORTFOLIO METRICS

ATTRACTIVE CORE DEPOSIT BASE

Cost of deposit data is as of and for the three months ended March 31, 2026, figures may not foot due to rounding

1. Core deposits defined as total deposits less jumbo time deposits and brokered deposits

Non-Interest Bearing

23%

Interest Checking

25%

Money Market

23%

Retail Time

13%

Jumbo Time

Brokered

Savings

DEPOSIT BASE CHARACTERISTICS DEPOSIT COMPOSITION AT MARCH 31, 2026 — $30.4 BILLION

92%

core deposits1

48%

transactional accounts

1.90%

Q1 2026 cost of deposits

GRANULAR DEPOSIT BASE

CUSTOMER DEPOSIT GRANULARITY

PERIOD END UNINSURED & UNCOLLATERALIZED DEPOSITS

AS A PERCENTAGE OF TOTAL DEPOSITS

( $ M I LLI O N S )

$20,000 $22,000 $22,000

$98,000

$117,000 $118,000

Q1 2025 Q4 2025 Q1 2026

Retail Avg. Deposits Acct Size Business Avg. Deposits Acct Size

30%

32% 32% 31% 32%

$6,060

$9,907 $9,802 $9,551 $9,608

Q1 2025 Q2 2025 Q3 2025 Q4 2025 Q1 2026

Cash and Cash

Equivalents

(unrestricted)

$943

Unencumbered

Securities

$2,150

FHLB Borrowing

Capacity

$5,628

Fed Funds Lines

$1,410

Discount Window

$2,418

Secondary Sources*

$2,454

AUB LIQUIDITY POSITION

* Includes brokered deposits and other sources of liquidity

Figures may not foot due to rounding

Liquidity

Sources

Total

$15.0

billion

At March 31, 2026

TOTAL LIQUIDITY SOURCES OF

$15.0 BILLION

~156% Liquidity Coverage Ratio of

Uninsured/Uncollateralized Deposits of $9.6 billion

($ MILLIONS)

SECURITIES PORTFOLIO

• Total securities portfolio of $4.9 billion with

a total unrealized loss of $357.5 million

– 83% of total portfolio book value in

available-for-sale (“AFS”) at an

unrealized loss of $322.1 million

– 17% of total portfolio book value

designated as held-to-maturity with an

unrealized loss of $35.4 million

– 15% floating rate versus 85% fixed rate

• Total effective duration of approximately 3.9

years. Securities portfolio is used

defensively to neutralize overall asset

sensitive interest rate risk profile

• ~26% municipals, ~72% treasuries, agency

MBS/CMOs and ~2% corporates and other

investments

• Securities to total assets of 13.1% as of

March 31, 2026, down from 13.5% as of

December 31, 2025

$3,305

$5,079

$4,882

1Q 2025 4Q 2025 1Q 2026

4.07% Yield

4.09% Yield

4.08% Yield

INVESTMENT SECURITIES BALANCES

Total AFS (fair value) and HTM (carrying value)

At March 31, 2026

( $ M I LLI O N S )

10 New Branches Planned Over Next 3 Years

Our initial focus will be in Raleigh and Wilmington, with plans to

open highly visible locations targeting attractive submarkets

combined with AUB branded ATMs at high-traffic retailers paired

with expanded commercial, wealth and mortgage teams

North Carolina

Expansion Strategy

Raleigh

Branches

Wilmington

Branches

Off-Site

ATMs

N O R F O L K

V I R G I N I A

B E A C H

M a ry l a n d

V irg in ia

No rth C a ro l in a

C H A R L O T T E

W I L M I N G T O N

B A L T I M O R E

R A L E I G H

G R E E N S B O R O

R O A N O K E

S T A U N T O N

C H A R L O T T E S V I L L E

R I C H M O N D

F R E D E R I C K S B U R G

Current Branch (178) LPO (1)

Additional Branch

Following Expansion (10)

CONSUMER & BUSINESS BANKING

W A S H I N G T O N

RECONCILIATION OF NON-GAAP DISCLOSURES

We have provided supplemental performance measures determined by methods other than in accordance with GAAP. These non-GAAP financial measures

are a supplement to GAAP, which we use to prepare our financial statements, and should not be considered in isolation or as a substitute for comparable

measures calculated in accordance with GAAP. In addition, our non-GAAP financial measures may not be comparable to non-GAAP financial measures of

other companies. We use the non-GAAP financial measures discussed herein in our analysis of our performance. Management believes that these non-GAAP financial measures provide additional understanding of ongoing operations, enhance comparability of results of operations with prior periods and

show the effects of significant gains and charges in the periods presented without the impact of items or events that may obscure trends in our underlying

performance or show the potential effects of accumulated other comprehensive income or unrealized losses on held to maturity securities on our capital.

Due to the impact of completing the Sandy Spring acquisition in the second quarter of 2025 and the acquisition of American National Bankshares in the

second quarter of 2024, we updated our non-GAAP operating measures beginning in the second quarter of 2025 to exclude the CECL Day 1 non-PCD loans

and RUC provision expense. The CECL Day 1 non-PCD loans and RUC provision expense is comprised of the initial provision expense on non-PCD loans,

which represents the CECL “double count” of the non-PCD credit mark, and the additional provision for unfunded commitments. The Company does not

view the CECL Day 1 non-PCD loans and RUC provision expense as organic costs to run the Company’s business and believes this updated presentation

provides investors with additional information to assist in period-to-period and company-to-company comparisons of operating performance, which will

aid investors in analyzing the Company’s performance. Prior period non-GAAP operating measures presented in this presentation have been recast to

conform to this updated presentation.

RECONCILIATION OF NON-GAAP DISCLOSURES

Adjusted operating measures exclude, as

applicable, merger-related costs, FDIC

special assessments, legal reserves

associated with our previously disclosed

settlement with the Consumer Financial

Protection Bureau (“CFPB”), strategic cost

savings initiatives (principally composed of

severance charges related to headcount

reductions, costs related to modifying

certain third party vendor contracts, and

charges for exiting certain leases), strategic

branch closing and related facility

consolidation costs (principally composed of

real estate, leases and other asset write

downs, as well as severance and expense

reduction initiatives), the net loss related to

balance sheet repositioning (principally

composed of gains and losses on debt

extinguishment, and charges for exiting

certain leases), deferred tax asset write-down, CECL Day 1 non-PCD loans and RUC

provision expense, gain (loss) on sale of

securities, gain on sale-leaseback

transaction, gain on CRE loan sale, gain on

sale of Dixon, Hubard, Feinour & Brown, Inc.

(“DHFB”), gain on sale of equity interest in

Cary Street Partners (“CSP”), and gain on the

sale of Visa, Inc. Class B common stock. The

Company believes these non-GAAP adjusted

measures provide investors with important

information about the continuing economic

results of the Company’s operations.

ADJUSTED OPERATING EARNINGS & FINANCIAL METRICS

For the three months ended For the years ended

(Dollars in thousands, except outstanding share and per share

amounts) March 31, 2026 2025 2024 2023 2022 2021

Operating Measures

Net Income (GAAP) $

122,165 $ 273,715 $ 209,131 $ 201,818 $ 234,510 $ 263,917

Plus: Merger-related costs, net of tax 6,956 124,590 33,476 2,850 — —

Plus: FDIC special assessment, net of tax — — 664 2,656 — —

Plus: Legal reserve, net of tax — — — 6,809 — —

Plus: Strategic cost saving initiatives, net of tax — — — 9,959 — —

Plus: Strategic branch closing and facility consolidation

costs, net of tax — — — — 4,351 13,775

Plus: Net loss related to balance sheet repositioning, net of

tax

— — — — — 11,609

Plus: Deferred tax asset write-down — — 4,774 — — —

Plus: CECL Day 1 non-PCD loans and RUC provision

expense, net of tax — 77,742 11,520 — — —

Less: Gain (loss) on sale of securities, net of tax 2 (62) (5,129) (32,381) (2) 69

Less: Gain on sale-leaseback transaction, net of tax — — — 23,367 — —

Less: Gain on CRE loan sale, net of tax — 8,405 — — — —

Less: Gain on sale of DHFB, net of tax — — — — 7,984 —

Less: Gain on sale of equity interest in CSP, net of tax — 10,994 — — — —

Less: Gain on Visa, Inc. Class B common stock, net of tax — — — — — 4,058

Adjusted operating earnings (non-GAAP) $ 129,119 $ 456,710 $ 264,694 $ 233,106 $ 230,879 $ 285,174

Less: Dividends on preferred stock 2,967 11,868 11,868 11,868 11,868 11,868

Adjusted operating earnings available to common

shareholders (non-GAAP) $ 126,152 $ 444,842 $ 252,826 $ 221,238 $ 219,011 $ 273,306

Earnings per share (EPS)

Weighted average common shares outstanding, diluted 142,280,978 129,161,421 87,909,237 74,962,363 74,953,398 77,417,801

EPS available to common shareholders, diluted (GAAP) $ 0.84 $ 2.03 $ 2.24 $ 2.53 $ 2.97 $ 3.26

Adjusted operating EPS available to common shareholders,

diluted (non-GAAP) $ 0.89 $ 3.44 $ 2.88 $ 2.95 $ 2.92 $ 3.53

RECONCILIATION OF NON-GAAP DISCLOSURES

The Company believes net interest income (FTE),

total revenue (FTE), and total adjusted revenue

(FTE), which are used in computing net interest

margin (FTE) and adjusted operating efficiency

ratio (FTE), provide valuable additional insight into

the net interest margin and the efficiency ratio by

adjusting for differences in tax treatment of

interest income sources. The entire FTE

adjustment is attributable to interest income on

earning assets, which is used in computing the

yield on earning assets. Interest expense and the

related cost of interest-bearing liabilities and cost

of funds ratios are not affected by the FTE

components. The adjusted operating efficiency

ratio (FTE) excludes, as applicable, the

amortization of intangible assets, losses related to

balance sheet repositioning (principally composed

of gains and losses on debt extinguishment),

merger-related costs, FDIC special assessments,

strategic cost savings initiatives (principally

composed of severance charges related to

headcount reductions, costs related to modifying

certain third party vendor contracts, and charges

for exiting certain leases), legal reserves

associated with our previously disclosed

settlement with the CFBP, strategic branch closing

and facility consolidation costs (principally

composed of real estate, leases and other asset

write downs, as well as severance and expense

reduction initiatives), gain (loss) on sale of

securities, gain on sale-leaseback transaction,

gain on sale of DHFB, gain on CRE loan sale, gain

on sale of equity interest in CSP, and gain on sale

of Visa, Inc. Class B common stock. This measure

is similar to the measure used by the Company

when analyzing corporate performance and is also

similar to the measure used for incentive

compensation. The Company believes this

adjusted measure provides investors with

important information about the continuing

economic results of the Company’s operations.

ADJUSTED OPERATING EARNINGS & EFFICIENCY RATIO

For the three months ended For the years ended

(Dollars in thousands) March 31, 2026 2025 2024 2023 2022 2021

Operating Efficiency Ratio

Noninterest expense (GAAP) $ 209,810 $ 895,570 $ 507,534 $ 430,371 $ 403,802 $ 419,195

Less: Amortization of intangible assets 15,446 59,668 19,307 8,781 10,815 13,904

Less: Losses related to balance sheet repositioning — — — — — 14,695

Less: Merger-related costs 9,034 157,278 40,018 2,995 — —

Less: FDIC special assessment — — 840 3,362 — —

Less: Strategic cost saving initiatives — — — 12,607 — —

Less: Legal reserve — — — 8,300 — —

Less: Strategic branch closing and facility consolidation costs — — — — 5,508 17,437

Adjusted operating noninterest expense (non-GAAP) $ 185,330 $ 678,624 $ 447,369 $ 394,326 $ 387,479 $ 373,159

Noninterest income (GAAP) $ 54,783 $ 219,436 $ 118,878 $ 90,877 $ 118,523 $ 125,806

Less: Gain (loss) on sale of securities 2 (81) (6,493) (40,989) (3) 87

Less: Gain on sale-leaseback transaction — — — 29,579 — —

Less: Gain on sale of DHFB — — — — 9,082 —

Less: Gain on CRE loan sale — 10,915 — — — —

Less: Gain on sale of equity interest in CSP — 14,757 — — — —

Less: Gain on Visa, Inc. Class B common stock — — — — — 5,137

Adjusted operating noninterest income (non-GAAP) $ 54,781 $ 193,845 $ 125,371 $ 102,287 $ 109,444 $ 120,582

Net interest income (GAAP) $ 312,373 $ 1,154,913 $ 698,539 $ 611,013 $ 584,261 $ 551,260

Noninterest income (GAAP) 54,783 219,436 118,878 90,877 118,523 125,806

Total revenue (GAAP) $ 367,156 $ 1,374,349 $ 817,417 $ 701,890 $ 702,784 $ 677,066

Net interest income (FTE) (non-GAAP) $ 316,923 $ 1,172,074 $ 713,765 $ 625,923 $ 599,134 $ 563,851

Adjusted operating noninterest income (non-GAAP) 54,781 193,845 125,371 102,287 109,444 120,582

Total adjusted revenue (FTE) (non-GAAP) $ 371,704 $ 1,365,919 $ 839,136 $ 728,210 $ 708,578 $ 684,433

Efficiency ratio (GAAP) 57.14% 65.16% 62.09% 61.32% 57.46% 61.91%

Adjusted operating efficiency ratio (FTE) (non-GAAP) 49.86% 49.68% 53.31% 54.15% 54.68% 54.52%

RECONCILIATION OF NON-GAAP DISCLOSURES

Tangible assets and tangible common equity are used

in the calculation of certain profitability, capital, and

per share ratios. The Company believes tangible

assets, tangible common equity and the related ratios

are meaningful measures of capital adequacy

because they provide a meaningful base for period-to-period and company-to-company comparisons, which

the Company believes will assist investors in

assessing the capital of the Company and its ability to

absorb potential losses. The Company believes

tangible common equity is an important indication of

its ability to grow organically and through business

combinations as well as its ability to pay dividends and

to engage in various capital management strategies.

The Company believes that ROTCE is a meaningful

supplement to GAAP financial measures and is useful

to investors because it measures the performance of a

business consistently across time without regard to

whether components of the business were acquired or

developed internally. Adjusted operating measures

exclude, as applicable, merger-related costs, FDIC

special assessments, legal reserves associated with

our previously disclosed settlement with the CFPB,

strategic cost savings initiatives (principally composed

of severance charges related to headcount

reductions, costs related to modifying certain third

party vendor contracts and charges for exiting certain

leases), strategic branch closing and related facility

consolidation costs (principally composed of real

estate, leases and other asset write downs, as well as

severance and expense reduction initiatives), the net

loss related to balance sheet repositioning (principally

composed of gains and losses on debt

extinguishment), deferred tax asset write-down, CECL

Day 1 non-PCD loans and RUC provision expense,

gain (loss) on sale of securities, gain on sale-leaseback transaction, gain on CRE loan sale, gain on

sale of DHFB, gain on sale of equity interest in CSP,

and gain on the sale of Visa, Inc. Class B common

stock. The Company believes these non-GAAP

adjusted measures provide investors with important

information about the continuing economic results of

the Company’s operations.

ADJUSTED OPERATING EARNINGS & FINANCIAL METRICS

For the three months ended For the years ended

(Dollars in thousands, except per share amounts) March 31, 2026 2025 2024 2023 2022 2021

Return on assets (ROA)

Average assets $ 37,254,857 $ 34,380,986 $ 23,862,190 $ 20,512,402 $ 19,949,388 $ 19,977,551

ROA (GAAP) 1.33% 0.80% 0.88% 0.98% 1.18% 1.32%

Adjusted operating ROA (non-GAAP) 1.41% 1.33% 1.11% 1.14% 1.16% 1.43%

Return on equity (ROE)

Adjusted operating earnings available to common

shareholders (non-GAAP) $ 126,152 $ 444,842 $ 252,826 $ 221,238 $ 219,011 $ 273,306

Plus: Amortization of intangibles, tax effected 12,202 47,138 15,253 6,937 8,544 10,984

Adjusted operating earnings available to common

shareholders before amortization of intangibles (non-GAAP) $ 138,354 $ 491,980 $ 268,079 $ 228,175 $ 227,555 $ 284,290

Average equity (GAAP) 5,068,069 4,446,839 2,971,111 2,440,525 2,465,049 2,725,330

Less: Average goodwill 1,733,527 1,592,391 1,139,422 925,211 930,315 935,560

Less: Average amortizable intangibles 307,636 277,977 73,984 22,951 34,627 49,999

Less: Average perpetual preferred stock 166,356 166,356 166,356 166,356 166,356 166,356

Average tangible common equity (non-GAAP) $ 2,860,550 $ 2,410,115 $ 1,591,349 $ 1,326,007 $ 1,333,751 $ 1,573,415

ROE (GAAP) 9.78% 6.16% 7.04% 8.27% 9.51% 9.68%

Return on tangible common equity (ROTCE)

Net Income available to common shareholders (GAAP) $ 119,198 $ 261,847 $ 197,263 $ 189,950 $ 222,642 $ 252,049

Plus: Amortization of intangibles, tax effected 12,202 47,138 15,253 6,937 8,544 10,984

Net Income available to common shareholders before

amortization of intangibles (non-GAAP) $ 131,400 $ 308,965 $ 212,516 $ 196,887 $ 231,186 $ 263,033

ROTCE (non-GAAP) 18.63% 12.82% 13.35% 14.85% 17.33% 16.72%

Adjusted operating ROTCE (non-GAAP) 19.62% 20.41% 16.85% 17.21% 17.06% 18.07%

RECONCILIATION OF NON-GAAP DISCLOSURES

Tangible assets and tangible common equity are

used in the calculation of certain profitability,

capital, and per share ratios. The Company

believes tangible assets, tangible common

equity and the related ratios are meaningful

measures of capital adequacy because they

provide a meaningful base for period-to-period

and company-to-company comparisons, which

the Company believes will assist investors in

assessing the capital of the Company and its

ability to absorb potential losses. The Company

believes tangible common equity is an important

indication of its ability to grow organically and

through business combinations, as well as its

ability to pay dividends and to engage in various

capital management strategies. The Company

also calculates adjusted tangible common

equity to tangible assets ratios to exclude AOCI,

which is principally comprised of unrealized

losses on AFS securities, and to include the

impact of unrealized losses on HTM securities.

The Company believes that each of these ratios

enables investors to assess the Company's

capital levels and capital adequacy without the

effects of changes in AOCI, some of which are

uncertain and difficult to predict, or assuming

that the Company realized all previously

unrealized losses on HTM securities at the end of

the period, as applicable.

TANGIBLE ASSETS, TANGIBLE COMMON EQUITY, AND LEVERAGE RATIO

(Dollars in thousands, except per share amounts)

As of March 31, 2026 As of December 31, 2025

Atlantic Union Atlantic Union Atlantic Union Atlantic Union

Bankshares Bank Bankshares Bank

Tangible Assets

Ending Assets (GAAP) $ 37,315,011 $ 37,224,225 $ 37,585,754 $ 37,497,857

Less: Ending goodwill 1,754,875 1,754,875 1,733,287 1,733,287

Less: Ending amortizable intangibles 300,099 300,099 315,544 315,544

Ending tangible assets (non-GAAP) $ 35,260,037 $ 35,169,251 $ 35,536,923 $ 35,449,026

Tangible Common Equity

Ending equity (GAAP) $ 5,052,316 $ 5,759,867 $ 5,006,398 $ 5,716,082

Less: Ending goodwill 1,754,875 1,754,875 1,733,287 1,733,287

Less: Ending amortizable intangibles 300,099 300,099 315,544 315,544

Less: Perpetual preferred stock 166,357 — 166,357 —

Ending tangible common equity (non-GAAP) $ 2,830,985 $ 3,704,893 $ 2,791,210 $ 3,667,251

Net unrealized losses on HTM securities, net of tax $ (35,456) $ (35,456) $ (27,404) $ (27,404)

Accumulated other comprehensive loss (AOCI) $ (278,488) $ (278,514) $ (256,087) $ (256,132)

Common shares outstanding at end of period 142,060,496 141,776,886

Average equity (GAAP) $ 5,068,069 $ 5,759,823 $ 4,950,858 $ 5,644,166

Less: Average goodwill 1,733,527 1,733,527 1,726,933 1,726,933

Less: Average amortizable intangibles 307,636 307,636 324,099 324,099

Less: Average perpetual preferred stock 166,356 — 166,356 —

Average tangible common equity (non-GAAP) $ 2,860,550 $ 3,718,660 $ 2,733,470 $ 3,593,134

Book value per common share (GAAP) $ 34.39 $ 34.14

Tangible book value per common share (non-GAAP) $ 19.93 $ 19.69

Tangible book value per common share, ex AOCI (non-GAAP) $ 21.89 $ 21.49

RECONCILIATION OF NON-GAAP DISCLOSURES

Tangible assets and tangible common equity are

used in the calculation of certain profitability,

capital, and per share ratios. The Company

believes tangible assets, tangible common

equity and the related ratios are meaningful

measures of capital adequacy because they

provide a meaningful base for period-to-period

and company-to-company comparisons, which

the Company believes will assist investors in

assessing the capital of the Company and its

ability to absorb potential losses. The Company

believes tangible common equity is an important

indication of its ability to grow organically and

through business combinations, as well as its

ability to pay dividends and to engage in various

capital management strategies. The Company

also calculates adjusted tangible common

equity to tangible assets ratios to exclude AOCI,

which is principally comprised of unrealized

losses on AFS securities, and to include the

impact of unrealized losses on HTM securities.

The Company believes that each of these ratios

enables investors to assess the Company's

capital levels and capital adequacy without the

effects of changes in AOCI, some of which are

uncertain and difficult to predict, or assuming

that the Company realized all previously

unrealized losses on HTM securities at the end of

the period, as applicable.

TANGIBLE ASSETS, TANGIBLE COMMON EQUITY, AND LEVERAGE RATIO

(Dollars in thousands, except per share amounts)

As of March 31, 2026

Atlantic Union Atlantic Union

Bankshares Bank

Common equity to total assets (GAAP) 13.1% 15.5%

Tangible equity to tangible assets (non-GAAP) 8.5% 10.5%

Tangible equity to tangible assets, incl net unrealized losses on HTM securities (non-GAAP) 8.4% 10.4%

Tangible common equity to tangible assets (non-GAAP) 8.0% 10.5%

Tangible common equity to tangible assets, incl net unrealized losses on HTM securities (non-GAAP) 7.9% 10.4%

Tangible common equity to tangible assets, ex AOCI (non-GAAP) 8.8%

Leverage Ratio

Tier 1 capital $ 3,298,944 $ 4,008,482

Total average assets for leverage ratio $ 35,442,183 $ 35,355,629

Leverage ratio 9.3% 11.3%

Leverage ratio, incl AOCI and net unrealized losses on HTM securities (non-GAAP) 8.4% 10.4%

RECONCILIATION OF NON-GAAP DISCLOSURES

All regulatory capital ratios at March 31, 2026 are

estimates and subject to change pending the

Company’s filing of its FR Y-9C. In addition to

these regulatory capital ratios, the Company

adjusts certain regulatory capital ratios to

include the impacts of AOCI, which the

Company has elected to exclude from regulatory

capital ratios under applicable regulations, and

net unrealized losses on HTM securities,

assuming that those unrealized losses were

realized at the end of the period, as applicable.

The Company believes that each of these ratios

help investors to assess the Company's

regulatory capital levels and capital adequacy.

RISK-BASED CAPITAL RATIOS

(Dollars in thousands)

As of March 31, 2026

Atlantic Union

Bankshares

Atlantic

Union Bank

Risk-Based Capital Ratios

Net unrealized losses on HTM securities, net of tax

$ (35,456) $ (35,456)

Accumulated other comprehensive loss (AOCI)

$ (278,488) $ (278,514)

Common equity tier 1 capital

$ 3,132,588 $ 4,008,482

Tier 1 capital

$ 3,298,944 $ 4,008,482

Total capital

$ 4,296,841 $ 4,304,139

Total risk-weighted assets

$ 30,679,745 $ 30,591,461

Common equity tier 1 capital ratio

10.2% 13.1%

Common equity tier 1 capital ratio, incl AOCI and net unrealized losses on HTM securities (non-GAAP) 9.2% 12.1%

Tier 1 capital ratio

10.8% 13.1%

Tier 1 capital ratio, incl AOCI and net unrealized losses on HTM securities (non-GAAP)

9.7% 12.1%

Total capital ratio

14.0% 14.1%

Total capital ratio, incl AOCI and net unrealized losses on HTM securities (non-GAAP)

13.0% 13.0%

RECONCILIATION OF NON-GAAP DISCLOSURES

The Company believes net interest

income (FTE), total revenue (FTE),

and total adjusted revenue (FTE),

which are used in computing net

interest margin (FTE), loan yield

(FTE), efficiency ratio (FTE) and

adjusted operating efficiency ratio

(FTE), provide valuable additional

insight into the net interest margin,

loan yield, and the efficiency ratio by

adjusting for differences in tax

treatment of interest income

sources. The entire FTE adjustment

is attributable to interest income on

earning assets, which is used in

computing the yield on earning

assets. Interest expense and the

related cost of interest-bearing

liabilities and cost of funds ratios are

not affected by the FTE components.

NET INTEREST MARGIN AND LOAN YIELD

(Dollars in thousands)

For the three months ended

March 31, 2026 December 31, 2025

Net interest income (GAAP) $ 312,373 $ 330,168

FTE adjustment 4,550 4,621

Net interest income (FTE) (non-GAAP) $ 316,923 $ 334,789

Noninterest income (GAAP) 54,783 57,000

Total revenue (FTE) (non-GAAP) $ 371,706 $ 391,789

Average earning assets $ 33,377,790 $ 33,555,065

Net interest margin (GAAP) 3.80% 3.90%

Net interest margin (FTE) (non-GAAP) 3.85% 3.96%

Loan interest income (GAAP) $ 419,129 $ 443,056

FTE adjustment 2,170 2,240

Loan interest income (FTE) (non-GAAP) $ 421,299 $ 445,296

Average LHFI $ 27,830,037 $ 27,433,274

Loan yield (GAAP) 6.11% 6.41%

Loan yield (FTE) (non-GAAP) 6.14% 6.44%

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May 01, 2026

Document Type

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Document Period End Date

May 01, 2026

Entity File Number

001-39325

Entity Registrant Name

ATLANTIC UNION BANKSHARES CORPORATION

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4300 Cox Road

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Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as written communications pursuant to Rule 425 under the Securities Act.

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