united bank 10/19/2015 performance evaluation/media/richmondfedorg/cra...public disclosure october...

PUBLIC DISCLOSURE

October 19, 2015 COMMUNITY REINVESTMENT ACT PERFORMANCE EVALUATION

United Bank

365325

11185 Fairfax Boulevard

Fairfax, Virginia 22030

Federal Reserve Bank of Richmond P. O. Box 27622

Richmond, Virginia 23261 NOTE: This document is an evaluation of this institution's record of meeting the credit needs

of its entire community, including low- and moderate-income neighborhoods, consistent with safe and sound operation of the institution. This evaluation is not, nor should it be construed as, an assessment of the financial condition of this institution. The rating assigned to this institution does not represent an analysis, conclusion or opinion of the federal financial supervisory agency concerning the safety and soundness of this financial institution.

TABLE OF CONTENTS

Institution Rating

Institution’s CRA Rating .................................................................................................. 1 Table of Performance Test Ratings ................................................................................... 1 Summary of Major Factors Supporting Rating ................................................................. 1

Institution

Scope of Examination....................................................................................... ................ 3 Description of Institution .................................................................................................. 4 Conclusions With Respect to Performance Tests ............................................................. 5

Multistate Metropolitan Area Multistate Metropolitan Area Rating ................................................................................ 9 Scope of Examination ....................................................................................................... 9 Description of Institution’s Operations in Washington-Baltimore-Arlington, DC-MD-VA-WV-PA CSA ............................................................................................. 9 Conclusions with Respect to Performance Tests .............................................................. 12

State

State Rating ....................................................................................................................... 18 Scope of Examination ....................................................................................................... 18 Description of Institution’s Operations in Virginia .......................................................... 19 Conclusions with Respect to Performance Tests .............................................................. 19

Metropolitan Area (Full-Scope Review)

Description of Institution's Operations in Harrisonburg-Staunton-Waynesboro, VA CSA .......................................................................................................................... 21 Conclusions with Respect to Performance Tests .............................................................. 25

Metropolitan Area (Limited-Scope Review)

Description of Institution's Operations in Charlottesville, VA MSA ............................... 32 Conclusions with Respect to Performance Tests .............................................................. 32

Nonmetropolitan Statewide Area (Limited-Scope Review)

Description of Institution’s Operations in Shenandoah County, VA NonMSA ............... 33 Conclusions with Respect to Performance Tests .............................................................. 33

CRA Appendices CRA Appendix A: Scope of Examination ....................................................................... 34 CRA Appendix B: Summary of State and Multistate Metropolitan Area Ratings............ 35 CRA Appendix C: Limited Review Tables ..................................................................... . 36 CRA Appendix D: Loan, Branch, and Deposit Volume by Assessment Area.................. 40 CRA Appendix E: Assessment Area Composition .......................................................... 41 CRA Appendix F: Branch Openings and Closures.......................................................... 42 CRA Appendix G: Glossary ............................................................................................ 46

United Bank CRA Public Evaluation Fairfax, Virginia October 19, 2015

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INSTITUTION RATING INSTITUTION'S CRA RATING: United Bank is rated "OUTSTANDING." The following table indicates the performance level of United Bank with respect to the lending, investment, and service tests.

PERFORMANCE LEVELS UNITED BANK

PERFORMANCE TESTS

Lending Test*

Investment Test

Service Test

Outstanding X

High Satisfactory X X

Low Satisfactory

Needs to Improve

Substantial Noncompliance

* The lending test is weighted more heavily than the investment and service tests in determining the overall rating.

Major factors supporting the institution’s rating include:

• Lending activity is consistent with the bank's capacity and helps meet identified community credit needs within a highly competitive market and is considered excellent.

• A substantial majority of the institution's Home Mortgage Disclosure Act (HMDA) and small

business loans were originated within the bank's assessment areas.

• While the geographic and the borrower distribution of loans in the markets reviewed is varied, on a combined basis, the performance is considered good.

• The bank was a leader in providing community development lending during the evaluation

period, especially in the multistate CSA.

• A high level of participation in qualified community development investments showing responsiveness to community credit needs was noted.


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• Delivery systems and branch locations are accessible to all segments of the assessment areas reviewed. Branch closings have not adversely affected low- and moderate-income neighborhoods.

• A relatively high level of community development services within the bank's primary market

areas was identified.


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INSTITUTION SCOPE OF EXAMINATION The institution was evaluated using the interagency examination procedures developed by the Federal Financial Institutions Examination Council (FFIEC). United Bank (UBV) is required to report certain information regarding its home mortgage lending in accordance with the Home Mortgage Disclosure Act (HMDA). Accordingly, the bank’s 2013 and 2014 HMDA loan originations were considered in the evaluation. UBV also is required to collect loan data for small business and small farm loans in accordance with the Community Reinvestment Act (CRA). Therefore, the evaluation incorporates analysis of all small business and small farm loans originated by the bank during calendar years 2013 and 2014. The evaluation also considers any qualified community development loans, investments, and services originated, purchased, or provided since the previous evaluation. In addition, all qualified investments outstanding as of the examination date were considered, regardless of when made. To help determine the availability of community development opportunities in specific assessment areas, the CRA public evaluations of other financial institutions operating in these areas were reviewed. Also, in some markets members of the community were contacted to discern information about local economic conditions, local credit needs, performance of banks in the assessment area, as well as potential community development opportunities. An overall rating and ratings for the lending, investment, and service tests are assigned to the institution, to the CSA (as the institution has branches in the Maryland, Virginia, and Washington, D.C. portions of the CSA), and to the Commonwealth of Virginia. The state rating is based only on the performance in the assessment areas subject to full scope review and excludes activity in the multistate CSA, as it is rated separately. For assessment areas that are reviewed utilizing the limited scope evaluation procedures, a determination was made as to whether performance was consistent with the assigned overall state rating. The following markets were evaluated using full scope FFIEC examination procedures because of their location and relative size (considering volume of loan activity, proportion of bank deposits, and market population):

• Washington-Baltimore-Arlington, DC-MD-VA-WV-PA CSA

• Harrisonburg-Staunton-Waynesboro, VA CSA The remaining two assessment areas, the Charlottesville, Virginia MSA and Shenandoah County, Virginia NonMSA, were subject to the limited review process also provided for by the FFIEC examination procedures. The institution's overall rating and ratings for each test are based on the ratings assigned to the multistate CSA and the Commonwealth of Virginia. When assigning the overall ratings for each test, performance within the multistate CSA, as well as Virginia, is weighted primarily according to activity as measured by relative lending volume, amount of deposits, and number of branches. According to the FFIEC procedures, lending test performance accounts for half of the overall rating while the investment and service tests are equally weighted with each accounting for 25% of the overall rating.


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DESCRIPTION OF INSTITUTION UBV, headquartered in Fairfax, Virginia, is a subsidiary of United Bankshares (UB), Inc., a multi-bank holding company headquartered in Charleston, West Virginia. UBV and its holding company have several affiliates and subsidiaries, including United Bank, Inc. (UBI), headquartered in Parkersburg, West Virginia. Since its previous CRA evaluation, UBV merged with Virginia Commerce Bank, increasing its branch network in the northern Virginia region. UBV operates 68 full-service and limited-purpose branch offices in northern and northwestern Virginia; Washington, D.C.; and central Maryland. The bank serves three assessment areas throughout the Commonwealth of Virginia and a multistate assessment area which consists of a portion of the Washington-Baltimore-Arlington, DC-MD-VA-WV-PA CSA. Appendix E contains a detailed description of the composition of each of the bank's assessment areas. As of June 30, 2015, UBV had assets of $7.4 billion, of which 63.7% were net loans and 10.9% were securities. Deposits totaled $5 billion as of the same time period. Various deposit and loan products are available through the institution including loans for residential mortgage, consumer, and business purposes. The composition of the loan portfolio (using gross loans) as of June 30, 2015, is represented in the following table:

As indicated in the preceding table, the bank is an active commercial/small business and residential mortgage lender. The bank also continues to offer other loans, such as consumer and farm loans; however, the volume of such lending is relatively small in comparison to the commercial/small business and residential mortgage lending. Based on its financial capacity, there are no significant limitations on the bank’s ability to meet credit needs within the communities it serves. The bank received a Satisfactory rating during its previous CRA evaluation dated June 3, 2013. Since the previous evaluation, the bank has opened, acquired, or relocated 30 new branch offices and closed five branch offices. APPENDIX F contains a detailed description of UBV’s branching activity. The branch closings had no impact on the composition of the bank's assessment areas.

$(000s) %Secured by 1-4 Family dwellings 1,004,170 21.2Multifamily 276,762 5.8Construction and Development 845,492 17.8Commercial & Industrial/

NonFarm NonResidentialConsumer Loans and Credit Cards 14,375 0.3Agricultural Loans/ Farmland 14,301 0.3All Other 235,974 5.0Total 4,742,736 100.0

2,351,662 49.6

Loan Type

Composition of Loan Portfolio

6/30/2015


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CONCLUSIONS WITH RESPECT TO PERFORMANCE TESTS LENDING TEST When evaluating the bank’s lending performance, consideration is given to its level of lending in relation to relevant demographic data from the 2010 census and various data for 2013 and 2014 including aggregate HMDA data, aggregate small business data, and Dun & Bradstreet (D&B) business demographic data. Analyses of lending during the review period are discussed in greater detail in subsequent sections of this evaluation. While HMDA data from calendar years 2013 and 2014 were fully analyzed and considered in the evaluation, only bank and aggregate data from 2014 are presented in the assessment area analysis tables. Similarly, small business analysis tables include bank and aggregate data from 2014. In instances where the 2013 HMDA or small business distribution performance varies significantly from the performance noted during 2014, such variance and the corresponding impact on the overall performance are discussed. Relevant area demographic data from the 2010 census, aggregate HMDA data from calendar years 2013 and 2014, aggregate small business data from 2013 and 2014, and Dun & Bradstreet (D&B) business demographic data from 2013 and 2014 are used as proxies for demand when evaluating the bank's performance. During 2013 and 2014, the bank reported $337.1 million in HMDA and $258.7 million in small business/farm loans within its assessment areas. A majority of the loan and deposit volume is in the Washington-Baltimore-Arlington, DC-MD-VA-WV-PA CSA and the Harrisonburg-Staunton-Waynesboro, VA CSA assessment areas. As previously stated, because these two assessment areas are considered primary markets for the institution, they were evaluated using the FFIEC’s full-scope evaluation procedures. The remaining assessment areas were evaluated utilizing the FFIEC’s limited-scope procedures. Appendix D includes data about the distribution of lending, branches, and deposits by assessment area for the institution. During 2013 and 2014, the bank extended nine small farm loans totaling approximately $1.1 million within its assessment areas. While small farm loans were included in the comparison of credit extended inside and outside of the bank’s assessment areas, these loans were not considered in the geographic and borrower distribution performance analyses given the limited volume. It is also noted that throughout the majority of the bank’s assessment areas, a high level of small business lending activity is noted for specialized lenders, who tend to originate small business loans in the form of credit cards. These loans, however, tend to be much smaller in size than traditional small business bank loans. The presence of these lenders is reflected in a smaller market share for traditional lenders, such as UBV. Not only do such loans tend to be smaller, but when included in the aggregate, these reporters tend to depress the proportion of reported loans to businesses with revenues of $1 million or less because a large proportion of such loans reported do not include revenue information. These factors were considered as an aspect of performance context when evaluating the level and distribution of bank lending. Overall, the bank’s lending test performance is rated Outstanding. This rating considers the bank’s lending activity, assessment area concentration, geographic and borrower distribution performance, and community development lending. These components are discussed in the following sections.


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Lending Activity: A bank's loan-to-deposit ratio is one measure of its lending relative to its capacity. The bank's quarterly loan-to-deposit ratio for the nine-quarter period ending June 30, 2015, averaged 98.4% and ranged from 94.1% to 101.4%. During the nine quarters ending June 30, 2015, the average of quarterly loan-to-deposit ratios of the national peer group was 81.4%, and ranged from 79.5% to 83.7%. The national peer group is defined as all insured commercial banks having assets over $3 billion. UBV's loan-to-deposit ratio, as of June 30, 2015, equaled 94.1%. No barriers to the bank's ability to lend were noted. In an effort to meet the needs of its local communities, the bank offers various loan products including commercial, small business, farm, residential mortgage, home equity, and consumer loans. As previously noted, the bank's primary emphasis is business lending. Overall, lending activity is considered excellent relative to the bank's capacity to lend and the economic conditions within the bank's market areas. Lending activity is discussed in more detail in the multistate CSA, state, and full scope assessment area sections later in this report. Assessment Area Concentration: Loan data included in the following table reflects all originations and purchases for specific loan types from January 1, 2013, through December 31, 2014. The data, however, do not include large commercial loans (loan amounts in excess of $1 million), other loan types not denoted, or the lending activity of affiliates or subsidiaries.

As indicated above, a substantial majority of the number and dollar amounts of loans have been provided within the assessment areas. Overall, the percentage of loans made in the bank's assessment areas is considered highly responsive to community credit needs. Geographic and Borrower Distribution: When evaluating the geographic and borrower distribution for a specific loan category (HMDA and small business) within an assessment area, primary emphasis is placed on the number (and corresponding percentage) of loans originated or purchased. When considering all loan products to arrive at an overall conclusion, the level of performance of each category is typically weighted by the dollar volume of each category. Similarly, when the performance of multiple assessment areas is considered to reach a state and/or institutional rating, the levels of performance of the assessment areas subject to full scope reviews are weighted primarily according to their dollar volume during the review period. In all cases, conclusions additionally take into consideration relevant performance context factors, such as the previously noted lending activity of specialized credit card lenders, which is relevant when evaluating the bank's small business lending distribution by revenue of business using aggregate data as a proxy for demand.

# % $(000) % # % $(000) % Home Purchase 321 89.2 132,567 90.8 39 10.8 13,479 9.2 Home Improvement 36 92.3 7,593 96.6 3 7.7 266 3.4 Refinancing 368 89.5 119,793 85.8 43 10.5 19,805 14.2 Multi-Family Housing 46 92.0 77,155 82.8 4 8.0 16,030 17.2Total HMDA related 771 89.7 337,108 87.2 89 10.3 49,580 12.8 Small Business 1,180 93.7 257,597 91.5 79 6.3 24,061 8.5 Small Farm 9 100.0 1,110 100.0 0 0.0 0 0.0TOTAL LOANS 1,960 92.1 595,815 89.0 168 7.9 73,641 11.0

Comparison of Credit Extended Inside and Outside of Assessment Area(s)

Loan Type Inside Outside


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While the geographic and the borrower distribution of loans in the markets reviewed using the full scope review examination procedures is varied, on a combined basis when assigning appropriate weight to the market areas, the performance is considered good. Community Development Lending: UBV has been a leader in extending loans for a variety of community development purposes totaling approximately $84.8 million. These loans were made to borrowers that develop affordable housing, offer community services, or promote economic development within the bank's markets. Community development loans that benefit the statewide area include one loan totaling approximately $4.8 million that supports affordable housing and economic development throughout the Commonwealth of Virginia. Additional information related to community development loans in the specific assessment area benefited are discussed later in this evaluation. INVESTMENT TEST UBV routinely makes qualified investments that benefit its local markets and/or larger regional areas. As of June 30, 2015, the bank has approximately $804.4 million in securities representing 10.9% of its total assets. UBV’s performance under the investment test is rated High Satisfactory. Qualified community development investments that benefit multiple assessment areas or statewide areas are as follows:

• The bank holds a total of $19.1 in six qualified housing bonds issued by the Virginia Housing

Development Authority (VHDA). The VHDA promotes affordable housing by financing single- and multi-family mortgages for low- and moderate-income individuals throughout the Commonwealth of Virginia. Of this total, the bank was able to document that $2 million benefited specific assessment areas, which is reflected in the performance discussion for those areas. While the remaining $17.1 million in VHDA bonds could not be associated with any specific assessment area, the bonds benefit the Commonwealth of Virginia, including the bank’s assessment areas.

• $580,000 in equity investments in the Virginia Community Development Corporation's (VCDC)

Housing Equity Fund of Virginia, Funds XVI and XVII. The VCDC is the parent of the Virginia Community Development Fund, a chartered Community Development Financial Institution (CDFI). The Fund facilitates the development and financing of affordable housing throughout the Commonwealth of Virginia and utilizes the federal low-income housing tax credit program.

The institution also actively supports numerous community development organizations through donations. Since the previous evaluation, donations totaling $166,325 were made to community development organizations whose operations assist low- and moderate-income people or areas. SERVICE TEST The bank's overall performance under the service test is rated High Satisfactory. Delivery systems, branch locations, and hours of operation are considered accessible and convenient to all portions of the assessment areas, and services do not vary significantly among markets. Of the 68 branch offices, one (1.5%) is located in a low-income area and 13 (19.1%) are located in moderate-income areas.


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The bank also actively supports community development organizations that provide community development services throughout its various market areas. Specific to the multistate CSA, employees have been involved with organizations that assist small businesses with funding, provide financial literacy training, promote affordable housing opportunities, or support education. Throughout all of its market areas, the bank and its employees seek out and participate in opportunities that are primarily targeted to low- and moderate-income individuals and areas within the communities the bank serves. Overall, UBV's activities show the bank's high level support for affordable housing efforts, community services, and economic development within the markets it serves. Activities at the multistate, statewide and/or assessment area levels are discussed within the corresponding sections of this evaluation. FAIR LENDING OR OTHER ILLEGAL CREDIT PRACTICES REVIEW No evidence of discriminatory or other illegal credit practices inconsistent with helping to meet community credit needs was identified. Adequate policies, procedures, and training programs have been developed to support nondiscrimination in lending activities.


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MULTISTATE METROPOLITAN AREAS CRA RATING FOR Washington-Baltimore-Arlington, DC-MD-VA-WV-PA CSA: Outstanding

The lending test is rated: Outstanding The investment test is rated: High Satisfactory The service test is rated: High Satisfactory

Major factors supporting the rating include:

• Lending activity is consistent with the bank's capacity and helps meet identified community credit needs within a highly competitive market.

• The geographic distribution of loans is considered excellent and the borrower distribution is

considered good overall.

• The bank is a leader in providing loans that qualify as community development.

• The bank maintains a significant level of qualified investments that benefit statewide and regional areas that include this assessment area.

• Delivery systems and branch locations are accessible to all segments of the assessment area.

• A relatively high level of participation in qualified community development services benefiting

the multistate CSA was noted. SCOPE OF EXAMINATION The lending test review considered HMDA and small business loans, originated or purchased, from January 1, 2013, through December 31, 2014, as well as community development loans made during this period. All qualified investments extended during the review period, or outstanding as of the examination date regardless of when made, were also considered, as were qualified community development services provided during the review period. DESCRIPTION OF INSTITUTION’S OPERATIONS IN WASHINGTON-BALTIMORE-ARLINGTON, DC-MD-VA-WV-PA CSA This assessment area includes a portion of the Washington-Baltimore-Arlington, DC-MD-VA-WV-PA CSA. Specifically, the assessment area includes the District of Columbia; Montgomery County, Maryland; and 16 cities and counties in Virginia. The composition of the assessment area is fully detailed in Appendix E. According to 2010 census data, the assessment area contains 1,007 census tracts, of which 93 are low-income, 210 are moderate-income, 319 are middle-income, 374 are upper-income, and 11 have an unknown income designation. The assessment area has a population of 4,235,884 and a median housing value of $454,097. The owner-occupancy rate for the assessment area is 59.9%, which exceeds the owner-occupancy rate for the District of Columbia (38.1 %), but lags the rate for Maryland (62.2%) and Virginia (61.8%). The area's family poverty rate (5.1%) is lower than the rate for the District of Columbia (14.5%), Maryland (5.7%), and Virginia (7.2%). The 2014 median family income for the Washington-Arlington-Alexandria MSA is $107,100; $111,300 for the Silver Spring- Frederick-Rockville, MD MSA; and $67,600 for the Winchester MSA.


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The following table provides family and household demographic information for the assessment area, as well as the tract and owner-occupied housing unit distribution by tract income level. The table also provides D&B business data.

Despite a weak national economy during recent years, the multistate CSA area has continued to thrive due to a diverse economy, as well as decreasing unemployment rates and strong area housing prices. The largest employers in the area are the Federal and local governments. Additional employers in the area include Verizon, Fairfax Hospital, Wal-Mart, Lockheed Martin, several universities, and a host of defense-related and government contractors. Annual unemployment rates over the most recent three years are as follows:

# % # % # % # %93 9.2 70,541 7.2 16,066 22.8 198,147 20.1210 20.9 194,157 19.7 15,002 7.7 158,398 16.1319 31.7 328,531 33.3 11,924 3.6 197,705 20.0374 37.1 393,026 39.8 7,223 1.8 432,070 43.811 1.1 65 0.0 65 100.0

1,007 100.0 986,320 100.0 50,280 5.1 986,320 100.0

# % # % # % # %37,462 3.7 127,600 8.3 28,553 22.4 329,578 21.3172,511 17.2 334,660 21.6 32,590 9.7 249,042 16.1350,001 34.9 509,280 32.9 25,454 5.0 285,583 18.5444,258 44.2 574,436 37.2 22,663 3.9 681,938 44.1

32 0.0 165 0.0 116 70.31,004,264 100.0 1,546,141 100.0 109,376 7.1 1,546,141 100.0

# % # % # % # %10,622 4.5 9,455 4.5 769 4.0 398 5.243,269 18.2 37,801 17.9 3,757 19.5 1,711 22.272,748 30.5 64,528 30.6 5,866 30.4 2,354 30.5110,881 46.5 98,953 46.8 8,813 45.6 3,115 40.2

700 0.3 453 0.2 103 0.5 144 1.9238,220 100.0 211,190 100.0 19,308 100.0 7,722 100.0

88.7 8.1 3.2

(2014 FFIEC Census Data and 2014 D&B Information)

Percentage of Total Businesses:

*NA-Tracts without household or family income as applicable

LowModerateMiddleUpperNATotal

Total Businesses by Tract

Businesses by Tract and Revenue SizeLess than or = $1

Million O ver $1 Million Revenue not Reported

LowModerateMiddleUpperNA

O wner O ccupied Units by Tract

Households

HHs by Tract HHs < Poverty by Tract HHs by HH Income

Total

Assessment Area Demographics

Washington-Baltimore-Arlington, DC-MD-VA-WV-PA CSA

Income Categories*

Tract Distribution Families by Tract Families < Poverty as a % of Families by Tract

Families by Family Income


Total


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Unemployment Rate Trend

Geographic Area Aug 2013

Aug 2014

Aug 2015

Arlington County 3.5% 3.6% 2.7% Alexandria City 4.2% 4.2% 3.2% Clarke County 4.6% 4.6% 3.7% Fairfax City 4.3% 4.5% 3.3% Fairfax County 4.5% 4.4% 3.4% Falls Church City 3.9% 3.9% 2.9% Frederick County 5.3% 4.8% 3.7% Fredericksburg City 6.3% 6.3% 5% Loudoun County 4.4% 4.5% 3.4% Manassas City 5.4% 5.1% 3.8% Manassas Park City 5.1% 4.8% 3.8% Prince William County 5.2% 5% 3.9% Spotsylvania County 5.9% 5.6% 4.4% Stafford County 5.7% 5.5% 4.2% Warren County 6.1% 5.8% 4.6% Winchester City 5.9% 5.1% 3.9% District of Columbia 8.6% 8.1% 7.1% Montgomery County, MD 4.9% 4.6% 3.8% Maryland 6.6% 6% 5.1% Virginia 5.8% 5.5% 4.3% Washington-Baltimore-Arlington, DC-MD-VA-WV-PA CSA

6% 5.7% 4.7%

Three community contacts were made within the CSA to discuss local economic conditions and community credit needs. One contact familiar with economic development and revitalization noted that while the economy is flourishing, some communities continue to grow at a slower pace and face budgetary constraints. The contact also stated that the community would benefit from additional funding sources to meet the redevelopment needs of the core business corridors in the metropolitan area. Another contact with an organization committed to small business development noted that start-up and newer businesses are exploring opportunities to grow their businesses, increasing the demand for commercial loans. The contact also suggested that financial education is an important element of a healthy business environment and that several local financial institutions actively participate in financial management workshops designed for small businesses. Meanwhile, an affordable housing official stated that there are several housing projects underway that are available for support from local institutions. Overall, local opportunities are considerable for community development loans and investments within the market area. Despite a highly competitive market, UBV faces no significant constraints in taking advantage of all available community development opportunities.


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CONCLUSIONS WITH RESPECT TO PERFORMANCE: During 2013 and 2014, UBV originated $287.4 million in HMDA and $181.9 million in small business loans within the assessment area. Accordingly, the residential mortgage lending performance is given more weight than the small business lending performance when evaluating overall lending performance. LENDING TEST The institution's lending performance within this assessment area is considered outstanding. This conclusion is based on an evaluation of UBV' s lending activity, geographic lending distribution and its borrower distribution, as well as UBV's significant level of community development lending, taking into account the bank's market strategy, area demographic data, and aggregate CRA small business and HMDA loan data. Lending Activity: Bank lending activity within this assessment area, as measured by both number (70.3%) and dollar volume (78.9%), although somewhat below the percentage of the bank's branch offices (79.4%) and deposits (91.6%) in the assessment area is considered good. The bank operates 54 full service branches within this market area. As of June 2015, UBV ranked 10th out of 78 financial institutions in deposit market share having 2.3% of the assessment area's available Federal Deposit Insurance Corporation (FDIC) insured deposits (credit unions are not included). According to 2014 aggregate data, the institution ranked 69th of 727 reporters of mortgage lending with a .3% market share and ranked 16th of 171 reporters of small business loans with a .6% market share. According to 2013 aggregate data, the institution ranked 128th of 751 reporters of mortgage lending with a .06% market share and ranked 24th of 164 reporters of small business loans with a .3% market share. The increase in small business market share is attributed to recent acquisition activity. All market share rankings consider originated and purchased loans. Geographic Distribution: UBV’s geographic distribution performance for both HMDA and small business loans is considered excellent.


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Given the limited volume of home improvement and multi-family housing HMDA reportable transactions within the assessment area, these loan type categories were given minimal weight when considering the bank's overall performance. The bank’s home purchase performance is considered good while its refinance performance is considered excellent. Overall, as reflected in the preceding table, the bank's lending in low-income census tracts was greater than both the 2014 aggregate lending level and the percentage of owner-occupied housing units in those tracts (3.7%). UBV’s lending within moderate-income tracts also significantly exceeded the aggregate lending level and the percentage of owner-occupied housing in those tracts (17.2%). This level of lending is considered excellent.

# % $(000s) % $ # % $(000s) % $

Low 10 4.6 3,036 2.9 3,519 4.2 1,071,251 3.2Moderate 36 16.4 9,279 8.8 14,726 17.5 4,500,905 13.5Middle 53 24.2 17,984 17.1 28,838 34.2 9,624,325 28.9Upper 120 54.8 74,981 71.2 37,226 44.1 18,049,335 54.4

Low 8 5.8 2,949 5.8 2,334 4.0 601,553 2.9Moderate 37 26.8 6,164 12.1 9,458 16.3 2,396,147 11.7Middle 33 23.9 10,118 19.9 19,912 34.2 5,838,410 28.5Upper 60 43.5 31,692 62.2 26,489 45.5 11,672,603 56.9

Low 2 11.1 533 9.5 395 5.4 30,514 3.8Moderate 6 33.3 362 6.4 1,427 19.5 108,666 13.5Middle 3 16.7 1,130 20.1 2,583 35.4 209,756 26.1Upper 7 38.9 3,589 64.0 2,900 39.7 455,081 56.6

Low 5 27.8 12,490 23.1 89 31.9 550,877 20.5Moderate 2 11.1 7,080 13.1 80 28.7 697,027 26.0Middle 4 22.2 4,892 9.1 43 15.4 638,108 23.8Upper 7 38.9 29,527 54.7 67 24.0 795,515 29.7

Low 25 6.4 19,008 8.8 6,337 4.2 2,254,195 3.9Moderate 81 20.6 22,885 10.6 25,691 17.1 7,702,745 13.5Middle 93 23.7 34,124 15.8 51,376 34.2 16,310,599 28.5Upper 194 49.3 139,789 64.8 66,682 44.5 30,972,534 54.1NA* 0 0.0 0 0.0 43 0.0 15,039 0.0Total 393 100.0 215,806 100.0 150,129 100.0 57,255,112 100.0NA*-Tracts without household or family income as applicable

HMDA Totals

(219) Home Purchase (84,347)

(18) Multi-Family (279)

(138) Refinance (58,193)

(18) Home Improvement (7,305)

Distribution of HMDA Loans by Income Level of Census Tract

Washington-Baltimore-Arlington, DC-MD-VA-WV-PA CSA (2014)

Income Categories

Bank Aggregate


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During 2013, the bank reported originating 158 loans totaling $71.6 million within the assessment area. Of these loans, seven (4.4%), totaling $4.1 million (5.7%) were originated within low-income census tracts and 26 (16.5%), totaling $12.4 million (17.4%), were located in moderate-income census tracts. This level of lending is higher than the proportion of area owner-occupied housing units located in low- (3.9%) and moderate-income (17.1%) census tracts as well as aggregate lending in low- and moderate-income tracts (3.6% and 15.3%, respectively). The bank's performance during 2013 is considered good. Overall, the bank's HMDA lending performance during 2013 and 2014 is considered excellent based upon the relative performance for each year and the greater dollar volume of lending during 2014.

The bank’s level of small business lending in low-income census tracts lagged aggregate reporter lending levels (3.4%) and the percentage of businesses located in such areas (4.5%). On the other hand, UBV’s level of lending in moderate-income census tracts (35.4%) substantially exceeded the aggregate reporter lending level (17.4%) and the percentage of businesses in such areas (18.2%). The bank’s performance during 2014 is considered excellent largely due to its exceptional level of lending in moderate-income census tracts. UBV’s performance during 2013 is also considered excellent. Distribution by Borrower Income and Revenue Size of the Business: Borrower distribution of lending performance is considered good for both HMDA and small business lending.

# % $(000s) % $ # % $(000s) % $Low 10 1.8 956 0.9 3,089 3.4 100,570 2.9Moderate 200 35.4 18,436 17.3 15,897 17.4 580,129 16.8Middle 142 25.1 30,003 28.1 28,589 31.3 1,149,634 33.3Upper 213 37.7 57,342 53.7 43,538 47.8 1,614,258 46.8NA* 0 0.0 0 0.0 119 0.1 7,910 0.2Total 565 100.0 106,737 100.0 91,232 100.0 3,452,501 100.0*NA-Tracts without household or family income as applicableLoans where the geographic location is unknown are excluded from this table.

Distribution of Small Business Loans by Income Level of Census TractWashington-Baltimore-Arlington, DC-MD-VA-WV-PA CSA (2014)

Income Categories

Bank Aggregate

# % $(000s) % $ # % $(000s) % $

Low 38 11.0 5,407 3.6 11,339 9.3 1,781,983 4.0Moderate 73 21.2 18,595 12.4 23,144 18.9 5,685,512 12.8Middle 57 16.6 19,008 12.6 31,797 26.0 10,236,129 23.1Upper 176 51.2 107,416 71.4 55,973 45.8 26,554,192 60.1Total 344 100.0 150,426 100.0 122,253 100.0 44,257,816 100.0Unknown 49 65,380 27,876 12,997,296Percentages (%) are calculated on all loans where incomes are known

Distribution of HMDA Loans by Income Level of Borrower

Washington-Baltimore-Arlington, DC-MD-VA-WV-PA CSA (2014)

Income Categories

Bank Aggregate

HMDA Totals


15

The bank’s overall lending to low-income borrowers (11%) lagged the percentage of such families residing in the assessment area (20.1%), but exceeded the proportion of aggregate lending to low-income borrowers (9.3%). The percentage of HMDA loans made to moderate-income borrowers (21.2%) exceeded both the percentage of moderate-income families living in the assessment area (16.1%) and the percentage of aggregate lending to moderate-income borrowers (18.9%). The bank’s overall HMDA lending performance during 2014 is considered good. In 2013, the bank reported originating 128 loans totaling $52.5 million, for which the borrowers' incomes were known. Of these loans, four (3.1%) totaling $342,000 (.7%), were to low-income borrowers and 25 (19.5%) totaling $4.5 million (8.5%) were to moderate-income borrowers. The bank's performance during 2013 is adequate when considering aggregate reporters extended 8% and 17.4% to low- and moderate-income borrowers, respectively. Overall, the bank's HMDA lending performance during 2013 and 2014 is considered good. In reaching this conclusion, greater weight was placed on the bank's performance during 2014 because of the much larger volume of HMDA lending during that year.

D&B data from 2014 indicates that 88.7% of all local businesses have revenues that do not exceed $1 million per year. Aggregate lending data from 2014 indicate that 50.2% of reported small business loans were to businesses having revenues of $1 million or less. The remaining portion of loans were to businesses that either had revenues exceeding $1 million or had unknown revenues. As part of the performance context, the aggregate data was also considered after excluding certain specialty lenders. Of the remaining small business loans originated by traditional bank lenders, 52.9% were made to businesses having annual revenues of $1 million or less. With 58.2% of its small business loans made to businesses with annual revenues of $1 million or less, the bank’s level of lending is considered good, and its performance during 2013 is similar. Community Development Lending: UBV is a leader in providing loans that qualify as community development loans. During the evaluation period, within this assessment area, the bank funded 50 loans totaling $79.7 million. Of the combined 53 loans, 24 helped to facilitate affordable housing projects, 24 funded organizations and projects whose activities provide services to low- and moderate-income residents, five promoted economic development activities, and one helped to revitalize and stabilize low- and moderate-income areas.

by Revenue # % $(000s) % $ # % $(000s) % $$1 Million or Less 329 58.2 42,232 39.6 46,303 50.2 1,137,449 32.8Over $1 Million 231 40.9 63,858 59.8 NA NA NA NAUnknown 5 0.9 647 0.6 NA NA NA NA

by Loan Size

$100,000 or less 321 56.8 10,545 9.9 86,298 93.6 1,193,541 34.4$100,001-$250,000 110 19.5 20,241 19.0 2,627 2.8 470,623 13.6$250,001-$1 Million 134 23.7 75,951 71.1 3,261 3.6 1,805,081 52.0Total 565 100.0 106,737 100.0 92,186 100.0 3,469,245 100.0* No data is available for Aggregate loans with Revenues over $1 million and those with Unknown revenues

Distribution of Lending by Loan Amount and Size of Business Washington-Baltimore-Arlington, DC-MD-VA-WV-PA CSA (2014)

Bank Aggregate*


16

INVESTMENT TEST As previously noted, the bank has qualified investments that benefit the Virginia statewide area that includes a portion of the multistate CSA. Additionally, UBV has a total of four investments totaling $10.1 million that specifically benefit the multistate CSA including:

• $880,000 equity investment in the CRA Fund specifically benefiting this assessment area. Structured as an open-end mutual fund, the Fund invests in community development projects that typically provide for the development of low- and moderate-income areas, micro-enterprise development, and otherwise improve the quality of life for low- and moderate-income people. While the Fund's individual investments are throughout the country, the bank's investment was allocated by the Fund for affordable housing projects in several communities throughout the bank’s assessment area in the District of Columbia, Maryland and Virginia.

• $1.2 million in two qualified loan pools backed by mortgages located in low- and moderate-income areas within the bank’s assessment area.

• $1.4 million of the bank’s total $19.1 million in VHDA bonds supported funding for mortgage loans originated in this assessment area.

• $6.6 million in three qualified housing bonds issued by Fannie Mae which are secured by home

mortgages to low- and moderate-income borrowers located within the assessment area. Additionally, during the evaluation period, the bank provided $157,175 in charitable donations to organizations that provide community development services targeted to low- and moderate-income residents, supply affordable housing for low- or moderate-income individuals, facilitate small business development, revitalize or stabilize low- or moderate-income geographies, and/or focus on local job creation within the bank’s multistate CSA. UBV's performance under the investment test for the multistate CSA is rated high satisfactory. SERVICE TEST The multistate CSA rating for the service test is high satisfactory. Systems for delivering retail banking services are accessible to all portions of the assessment area, including low- and moderate-income areas. Also, bank employees have participated in a relatively high level of community development services, given the size, location, and financial capacity of the institution. Retail Services: Delivery systems are accessible to all portions of the assessment area. Automated teller machines (ATMs) are available and, through a network, provide customers with 24-hour nationwide access. Bank-by-mail and bank-by-computer services are also offered by the institution. In addition, the institution provides customers with 24-hour telephone access to their accounts through an automated system. The institution operates 54 branch offices within this assessment area. One of the branches (1.9%) is located in a low-income tract and 12 (22.2%) are located in moderate-income census tracts. Branch locations and business hours are considered convenient and meet the needs of the assessment area. The distribution of branches is good when considering that, according to 2010 census data, 20.1% and 16.1% of the assessment area's families reside in low- and moderate-income areas, respectively.


17

Since the previous evaluation, five branch offices have been closed and 24 have been acquired through UBV’s merger with Virginia Commerce Bank. The branch acquisitions occurred as follows: three in moderate-income tracts, seven in middle-income tracts, 14 in upper-income tracts. The closures occurred in one moderate-income tract, one middle-income tract, and three upper-income census tracts. Branch offices are generally open until 4:00 p.m. Monday through Thursday, until 6:00 p.m. on Fridays, and from 9 a.m. until noon on Saturdays. Branch locations and business hours are considered convenient and meet the needs of the assessment area. Community Development Services: UBV’s employees participate in a relatively high level of community development service activities that support various local organizations whose operations directly benefit low- and moderate-income residents and small businesses. These activities include but are not limited to the following:

• Six bank employees served on the boards of six affordable housing organizations. • Nine bank employees assisted with fundraising and provided financial expertise to nine

affordable housing organizations. • Two bank employees provided financial expertise on the boards of two different economic

development organizations. • Three bank employees provided financial expertise to organizations that support small business

development initiatives. • Three bank employees served on the boards of community foundations focused on improving

and strengthening local communities through grant making. • Seven employees provided financial expertise and assisted with fundraising on the boards of

organizations that provide community services that benefit low- and moderate-income individuals.

• A bank employee served in various roles for organizations that promote DC Public Charter Schools where a majority of the students enrolled are low- and moderate-income.

• Two bank employees facilitated financial literacy sessions with local educational institutions, whose student populations are predominantly low- and moderate-income.

• Six employees assisted with fundraising and provided various financial services for organizations that support low- and moderate-income people.

• Several bank employees collaborated to facilitate a community health fair and school supply and clothing drive to support low- and moderate-income people.


18

STATE OF VIRGINIA CRA RATING FOR VIRGINIA: Satisfactory

The lending test is rated: High Satisfactory The investment test is rated: High Satisfactory The service test is rated: Low Satisfactory

Major factors supporting the rating include:

• Lending activity within the statewide market is considered consistent with bank capacity. The bank offers a broad range of loan products to meet the needs of the statewide area.

• While performance varies by product, market area, and year, the borrower distribution is considered good overall, and the geographic distribution is considered adequate overall.

• The bank maintains a significant level of qualified investments that benefit community

development endeavors statewide, as well as in the assessment areas located in Virginia.

• Delivery systems and branch locations are accessible to all segments of the assessment areas.

• An adequate level of participation in qualified community development services that generally benefit affordable housing and micro-enterprise development was noted.

SCOPE OF EXAMINATION Reported HMDA and small business loans were analyzed to determine the geographic and borrower distribution of the bank's lending. The reported loan data are from calendar years 2013 and 2014. Farm lending was not included because of limited volume. The institution's efforts to serve its markets through qualified community development investments and services were also reviewed. When excluding activity in the Washington-Baltimore-Arlington, DC-MD-VA-WV-PA CSA, the Virginia assessment areas account for 21.2%, 20.5%, and 8.4% of the institution's overall dollar volume of lending, branches, and deposit volume, respectively. The performance in the state was evaluated by applying the full-scope interagency examination procedures to the Harrisonburg-Staunton-Waynesboro, VA CSA. For the remaining assessment areas subject to limited review procedures, a determination was made as to whether performance was consistent with the assigned state rating.


19

DESCRIPTION OF INSTITUTION'S OPERATIONS IN VIRGINIA The institution has 14 branch offices located throughout the Commonwealth of Virginia (excluding branches in the multistate CSA). These 14 branch offices account for approximately $420.3 million of the bank's $5 billion total deposit base. According to 2010 census data, the bank's combined assessment areas within the Commonwealth of Virginia have a population of 446,571, including 108,434 families. A majority of the families are middle- and upper-income (64.2% combined), with 18.6% and 17.2% of area families being low- or moderate-income, respectively. Within the market, the owner-occupancy rate is 58.7% and 7.4% of families live below the poverty level. Area median family incomes during 2013 and 2014 are detailed in the following table.

Assessment Area Median Family Incomes 2013 2014

Harrisonburg, VA MSA $59,400 $59,300 Charlottesville, VA MSA $77,500 $77,800 VA Nonmetropolitan areas $51,600 $52,000

CONCLUSIONS WITH RESPECT TO PERFORMANCE TESTS IN VIRGINIA LENDING TEST Overall, the statewide lending test is rated High Satisfactory. Lending activity is considered good and is gauged by the proportion of lending in the Harrisonburg-Staunton-Waynesboro, VA CSA relative to the distribution of branches and deposits. The overall geographic and the borrower lending distribution performance vary by product and range from adequate to good. The provision of community development loans is considered adequate. Lending Activity: Overall, lending activity is considered good and consistent with the bank's capacity. This evaluation considers the bank's combined lending volume (21.2%) and the proportion of branches (20.5%) and deposits (8.4%) within Virginia. Geographic and Borrower Distribution: While varying by product, the geographic distribution performance is considered adequate overall. Borrower distribution is good and varied by year. When reaching overall conclusions, small business lending tended to receive the most weight, as this product category typically accounted for the largest volume of loan dollars. Community Development Loans: Opportunities for community development activities within the bank's Virginia assessment areas, including the Harrisonburg-Staunton-Waynesboro, VA CSA overall, tend to be limited. This conclusion is based, in part, upon the review of other public evaluations for institutions serving these assessment areas. Notwithstanding these limitations, the bank faces no constraints relative to its size and business strategy in making community development loans and has extended such loans consistent with available opportunities.


20

INVESTMENT TEST The institution's level of qualified investments benefiting Virginia is rated High Satisfactory. In addition to the bank’s investments which benefit the statewide area, the bank also allocated funds for investments that directly benefit its assessment areas within Virginia which includes:

• As previously noted, the bank holds a total of $19.1 in six qualified housing bonds issued by the Virginia Housing Development Authority (VHDA). The VHDA promotes affordable housing by financing single- and multi-family mortgages for low- and moderate-income individuals throughout the Commonwealth of Virginia. Of this total, the bank was able to document that $573,000 of these bonds is attributable to the bank’s three assessment areas in Virginia (excluding the Washington-Baltimore-Arlington, DC-MD-VA-WV-PA CSA assessment area). Of the total VHDA bonds, $17.1 million could not be associated with any specific assessment area; however, the bonds benefit the Commonwealth of Virginia, including the bank’s assessment areas.

• $1.1 million in equity investments in the CRA Fund supporting community development projects specifically benefitting the bank’s three assessment areas in the Commonwealth of Virginia.

During the evaluation period, the bank made charitable contributions in excess of $9,150 to organizations providing community development services that benefited Virginia assessment areas. SERVICE TEST The statewide rating for the institution under the service test is Low Satisfactory. Delivery systems are reasonably accessible to all portions of the bank's market areas and people of varying income levels. Products and services offered within the Virginia markets are representative of those offered by the institution overall, and employees participate in an adequate level of community development activities involving the provision of financial expertise to organizations assisting in small business funding.


21

METROPOLITAN AREAS (For each metropolitan area where no assessment areas were

reviewed using full-scope review) DESCRIPTION OF INSTITUTION’S OPERATIONS IN THE HARRISONBURG-STAUNTON-WAYNESBORO, VIRGINIA CSA Due to MSA definition changes, the Harrisonburg-Staunton-Waynesboro, VA CSA was established in 2014 and since 2014 the bank has defined an assessment area to include the entire CSA consisting of the counties of Rockingham and Augusta, and the cities of Harrisonburg, Staunton, and Waynesboro, Virginia. The bank operates nine branches within this market area. As of June 2015, UBV ranked 8th out of 19 financial institutions in deposit market share having 6.2% of the assessment area's available FDIC insured deposits (credit union deposits are not included). In 2013, the bank served two separate assessment areas that were subsequently combined to form the CSA. The bank’s 2013 Harrisonburg, VA MSA assessment area included the City of Harrisonburg and Rockingham County. The bank operated six branches within this market area. Additionally, in 2013 the bank delineated the Augusta County, VA NonMSA assessment area which included Augusta County and the cities of Staunton and Waynesboro, Virginia. The bank operated three branches within this market area. The following tables provide both family and household demographic information for the bank’s 2013 and 2014 assessment areas, as well as the tract and owner-occupied housing unit distribution by tract income level. The tables also provide D&B business data.


22

According to the 2010 census data, the assessment area contains 54 census tracts, of which one is low-income, seven are moderate-income; 36 are middle-income, and ten are upper-income. The assessment area has a population of 243,730 and a median housing value of $187,252. The owner-occupancy rate for the assessment area is 61.2%, which is slightly lower than the owner-occupancy rate for the Commonwealth of Virginia (61.8%). The area's family poverty rate, 8.5%, is higher than the poverty rate for Virginia (7.2%). The 2014 median family income for the Harrisonburg, VA MSA equals $59,300, and the Staunton-Waynesboro, VA MSA equals $62,700.

# % # % # % # %1 1.9 201 0.3 41 20.4 11,480 18.97 13.0 6,191 10.2 1,114 18.0 11,491 18.936 66.7 42,180 69.5 3,424 8.1 13,810 22.810 18.4 12,124 20.0 600 4.9 23,915 39.40 0.0 0 0.0 0 0.0

54 100.0 60,696 100.0 5,179 8.5 60,696 100.0

# % # % # % # %137 0.2 534 0.6 155 29.0 21,922 24.0

5,087 8.2 11,325 12.4 3,373 29.8 14,700 16.143,730 70.6 62,947 68.8 7,566 12.0 17,517 19.113,009 21.0 16,723 18.2 1,450 8.7 37,390 40.8

0 0.0 0 0.0 0 0.061,963 100.0 91,529 100.0 12,544 13.7 91,529 100.0

# % # % # % # %238 2.5 214 2.5 12 1.8 12 4.0885 9.4 776 9.2 81 12.5 28 9.3

6,257 66.6 5,657 67.0 403 62.1 197 65.42,013 21.5 1,796 21.3 153 23.6 64 21.3

0 0.0 0 0.0 0 0.0 0 0.09,393 100.0 8,443 100.0 649 100.0 301 100.0

89.9 6.9 3.2




LowModerateMiddleUpperNATotal



Million O ver $1 Million Revenue not Reported



Households

HHs by Tract HHs < Poverty by Tract HHs by HH Income

Total


Harrisonburg-Staunton-Wayesboro, VA CSA

Income Categories*




Total


23

According to the 2010 census data, the assessment area contains 30 census tracts, of which four are moderate-income, 20 are middle-income, and six are upper-income. There are no low-income census tracts. The assessment area has a population of 125,228 and a median housing value of $197,986. The owner-occupancy rate for the assessment area is 56.7%, which is lower than the owner-occupancy rate for the Commonwealth of Virginia (61.8%). The area's family poverty rate, 8.2%, is higher than the poverty rate for Virginia (7.2%). The 2013 median family income for the MSA equals $59,400.

# % # % # % # %0 0.0 0 0.0 0 0.0 5,264 18.14 13.3 2,986 10.3 423 14.2 5,905 20.320 66.7 20,195 69.4 1,707 8.5 6,331 21.86 20.0 5,922 20.3 249 4.2 11,603 39.80 0.0 0 0.0 0 0.0

30 100.0 29,103 100.0 2,379 8.2 29,103 100.0

# % # % # % # %0 0.0 0 0.0 0 0.0 10,488 23.5

2,365 8.5 5,866 13.1 2,143 36.5 7,297 16.319,326 69.1 30,450 68.2 4,075 13.4 8,613 19.36,279 22.4 8,350 18.7 773 9.3 18,268 40.9

0 0.0 0 0.0 0 0.027,970 100.0 44,666 100.0 6,991 15.7 44,666 100.0

# % # % # % # %0 0.0 0 0.0 0 0.0 0 0.0

564 11.2 500 11.1 42 12.3 22 13.33,452 68.6 3,115 68.9 229 67.0 108 65.51,013 20.2 907 20.0 71 20.7 35 21.2

0 0.0 0 0.0 0 0.0 0 0.05,029 100.0 4,522 100.0 342 100.0 165 100.0

89.9 6.8 3.3


Low

Upper

HHs < Poverty by Tract

NA

ModerateMiddle

HHs by Tract

Middle

Harrisonburg, VA MSA

MiddleUpper


LowModerate

Moderate


Revenue not Reported

Low




NATotal


Income Categories*



Million O ver $1 Million

Upper

NATotal

HHs by HH Income

Households

Total


24

According to the 2010 census data, the assessment area contains 24 census tracts, of which one is low-income, two are moderate-income, ten are middle-income, and 11 are upper-income. The assessment area has a population of 118,502 and a median housing value of $179,173. The owner-occupancy rate for the assessment area is 65.5%, which is higher than the owner-occupancy rate for the Commonwealth of Virginia (61.8%). The area's family poverty rate, 8.9%, is higher than the poverty rate for Virginia (7.2%). The 2013 median family income for nonmetropolitan areas in Virginia equals $51,600.

# % # % # % # %1 4.2 201 0.6 41 20.4 5,079 16.12 8.3 2,379 7.5 585 24.6 4,869 15.410 41.7 11,804 37.4 946 8.0 6,542 20.711 45.8 17,209 54.5 1,228 7.1 15,103 47.80 0.0 0 0.0 0 0.0

24 100.0 31,593 100.0 2,800 8.9 31,593 100.0

# % # % # % # %137 0.4 534 1.1 155 29.0 9,837 21.0

2,046 6.0 3,871 8.3 888 22.9 6,339 13.512,550 36.9 17,884 38.2 2,247 12.6 8,162 17.419,260 56.7 24,574 52.4 2,263 9.2 22,525 48.1

0 0.0 0 0.0 0 0.033,993 100.0 46,863 100.0 5,553 11.8 46,863 100.0

# % # % # % # %266 5.2 240 5.1 11 3.5 15 9.3305 5.9 261 5.6 37 11.7 7 4.3

1,878 36.5 1,703 36.5 102 32.2 73 45.12,693 52.4 2,459 52.8 167 52.6 67 41.3

0 0.0 0 0.0 0 0.0 0 0.05,142 100.0 4,663 100.0 317 100.0 162 100.0

90.7 6.1 3.2


Low

Upper

HHs < Poverty by Tract

NA

ModerateMiddle

HHs by Tract

Middle

Augusta, VA NonMSA

MiddleUpper


LowModerate

Moderate


Revenue not Reported

Low




NATotal


Income Categories*



Million O ver $1 Million

Upper

NATotal

HHs by HH Income

Households

Total


25

The Harrisonburg-Staunton-Waynesboro, VA CSA is located in the northwestern portion of the Commonwealth of Virginia in the Shenandoah Valley. The area economy benefits from its location with access to Interstates 81, 64, and 66. Major employers in the area include James Madison University, The Rockingham Memorial Hospital, Rockingham County School Board, and Cargill Meat Solutions. Local economic improvement is evidenced by declining unemployment rates provided in the table below:

Unemployment Rate Trend

Geographic Area Aug 2013

Aug 2014

Aug 2015

Augusta County 5.3% 4.9% 3.9% Rockingham County 5.2% 5% 4% Waynesboro City 6.1% 5.5% 4.6% Staunton City 5.8% 5.4% 4.2% Harrisonburg City 6.9% 6.4% 5.2% Harrisonburg, VA MSA 5.8% 5.5% 4.4% Staunton-Waynesboro, VA MSA 5.5% 5.1% 4.1% Harrisonburg-Staunton-Waynesboro, VA CSA 5.7% 5.3% 4.3% Commonwealth of Virginia 5.8% 5.5% 4.3%

An affordable housing official was contacted during the evaluation to discuss local economic conditions and community credit needs. The contact stated that there is a concentration of impoverished residents within the City of Harrisonburg and observed that the local community would benefit from additional affordable housing financing within the city. The contact also noted that the Harrisonburg area has a diverse population and that different languages are regularly spoken. Within this context, the contact suggested that it would be beneficial for area banks to structure communications in ways that are readily understandable by individuals for whom English is a second language. The contact indicated local financial institutions are reasonably meeting the credit needs of the community. CONCLUSIONS WITH RESPECT TO PERFORMANCE IN THE HARRISONBURG-STAUNTON-WAYESBORO, VIRGINIA CSA During 2013 and 2014, UBV originated $31.4 million in HMDA and $63 million in small business loans within the assessment area. Accordingly, the small business lending performance is given more weight than the HMDA lending performance when evaluating overall lending performance. LENDING TEST Overall, lending within this assessment area is considered good and is based on the evaluation of lending activity, geographic distribution, borrower distribution, and the level of community development lending, while taking into account the bank's market strategy and area demographic and aggregate data. Lending Activity: Bank lending activity within this assessment area, as measured by number (22.9%) and dollar volume (15.9%), is higher than the percentage of branch offices (13.2%) and bank deposits (4.5%) in the assessment area. This level of lending activity is considered good.


26

The bank operates nine full service branches within this market area. As of June 30, 2015, UBV ranked 8th out of 19 financial institutions in deposit market share having 6.2% of the assessment area's available Federal Deposit Insurance Corporation (FDIC) insured deposits (credit unions are not included). According to 2014 aggregate data, the institution ranked 17th of 248 HMDA loan reporters with a 1.3% market share and ranked 10th of 45 small business loans reporters with a 3.8% market share. According to 2013 aggregate data, the institution ranked 15th of 203 reporters of mortgage lending with a 1.5% market share and ranked 4th of 41 reporters of small business loans with a 7.2% market share. Both market share rankings consider originated and purchased loans. Geographic Distribution: UBV’s HMDA geographic distribution performance across two year and in three different assessment areas combined is considered good, while the small business distribution performance is considered poor in across both years and all assessment areas. Overall, the bank’s geographic distribution performance is considered adequate, with greater weight placed on small business lending performance due to the higher dollar volume of such lending during the review period.


27

While UBV’s home purchase lending in 2014 is considered poor, its refinance lending is considered good. Home improvement and multi-family lending are both considered excellent; however, less weight is placed on these loan types given the limited volume of such lending by both the bank and aggregate lenders. As reflected in the preceding table, the bank's absence of lending in low-income census tracts was inconsistent with the low level of effective demand evidenced by the aggregate lending level (.3%) and the percentage of owner-occupied housing units located in such tracts (.2%). Conversely, the bank's lending within moderate-income tracts (10.1%) exceeded the aggregate lending level (8.9%) and the percentage of owner-occupied housing in those tracts (8.2%). This level of lending is considered good, given the strength of the bank’s performance in moderate-income tracts and the absence of significant demand in low-income tracts.

# % $(000s) % $ # % $(000s) % $

Low 0 0.0 0 0.0 7 0.2 774 0.2Moderate 1 3.8 88 1.7 296 9.8 37,499 7.3Middle 22 84.6 4,260 83.6 2,013 66.3 328,943 64.0Upper 3 11.6 750 14.7 719 23.7 146,733 28.5

Low 0 0.0 0 0.0 9 0.5 911 0.3Moderate 2 6.5 91 2.4 151 7.6 18,688 6.0Middle 25 80.6 2,942 78.4 1,379 69.3 212,168 68.3Upper 4 12.9 720 19.2 452 22.6 78,973 25.4

Low 0 0.0 0 0.0 1 0.4 8 0.1Moderate 1 25.0 1 2.9 21 7.7 535 3.9Middle 3 75.0 34 97.1 199 72.9 9,951 72.6Upper 0 0.0 0 0.0 52 19.0 3,206 23.4

Low 0 0.0 0 0.0 0 0.0 0 0.0Moderate 3 37.5 1,698 55.7 5 23.8 2,324 4.7Middle 5 62.5 1,353 44.3 14 66.7 21,327 43.2Upper 0 0.0 0 0.0 2 9.5 25,692 52.1

Low 0 0.0 0 0.0 17 0.3 1,693 0.2Moderate 7 10.1 1,878 15.7 473 8.9 59,046 6.7Middle 55 79.7 8,589 72.0 3,605 67.8 572,389 64.5Upper 7 10.2 1,470 12.3 1,225 23.0 254,604 28.6NA* NA NA NA NA NA NA NA NATotal 69 100.0 11,937 100.0 5,320 100.0 887,732 100.0NA*-Tracts without household or family income as applicable

Home Improvement (273)

Distribution of HMDA Loans by Income Level of Census Tract

Harrisonburg-Staunton-Wayesboro, VA CSA (2014)

Income Categories

Bank Aggregate

HMDA Totals

(26) Home Purchase (3,035)

(8) Multi-Family (21)

(31) Refinance (1,991)

(4)


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For the 2013 Harrisonburg, VA MSA assessment area, the bank’s performance is driven by its lending in moderate-income tracts, as there were no low-income tracts in this market area. The bank reported originating 61 loans totaling $10.9 million within the assessment area. Of these loans, 13 (21.3%) totaling $3.6 million (32.9%), were made in moderate-income tracts. The bank’s lending significantly exceeded both the aggregate lending level (7.8%) and the percentage of owner-occupied housing units located in those tracts (8.5%). This level of lending is considered excellent. For the 2013 Augusta County, VA NonMSA assessment area, the bank reported 27 loans totaling $8.6 million within this assessment area. Of these loans, none were originated within low- or moderate-income census tracts. Aggregate reporters made .4% and 6.6% of HMDA loans in low- and moderate-income tracts, respectively. Demographic data from 2013 suggests that .4% and 6% of owner-occupied housing units are located in low- and moderate-income tracts, respectively. The bank's performance during 2013 is considered poor. Overall, the bank's HMDA lending performance during 2013 and 2014 for all combined assessment areas is considered good based upon the weighted relative performance for each year.

In 2014, UBV’s level of small business lending in low-income census tracts lags the aggregate reporter lending level (1.4%) and the percentage of businesses located in such areas (2.5%). The bank’s lending level in moderate-income census tracts (3.9%) also significantly lags the aggregate reporter lending level (9.6%) and the percentage of businesses in such areas (9.4%). The bank’s performance during 2014 is considered poor. The small business lending performance in 2013 for the Harrisonburg, VA MSA and Augusta County, VA NonMSA are also considered poor. Distribution by Borrower Income and Revenue Size of the Business: Within the assessment area, the borrower distribution performance of both HMDA and small business lending is considered good overall.

# % $(000s) % $ # % $(000s) % $Low 0 0.0 0 0.0 45 1.4 2,175 1.4Moderate 5 3.9 1,222 4.2 298 9.6 18,776 11.8Middle 90 70.3 19,884 68.5 2,101 67.4 99,476 62.7Upper 33 25.8 7,926 27.3 675 21.6 38,188 24.1NA* NA NA NA NA NA NA NA NATotal 128 100.0 29,032 100.0 3,119 100.0 158,615 100.0*NA-Tracts without household or family income as applicableLoans where the geographic location is unknown are excluded from this table.

Distribution of Small Business Loans by Income Level of Census TractHarrisonburg-Staunton-Wayesboro, VA CSA (2014)

Income Categories

Bank Aggregate


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When considering the bank's 2014 performance overall, 16.7% of the bank's HMDA loans were made to low-income borrowers. This level of lending was less than the percentage of low-income families within the assessment area (18.9%), but significantly greater than the aggregate lending level to such borrowers (9.9%). The bank's lending to moderate-income borrowers (16.7%) was slightly less than the percentage of moderate-income families within the assessment area (18.9 %) and less than the aggregate lending level (26.1%). The bank's overall 2014 performance is considered good, given the strength of its excellent performance in low-income tracts. In the 2013 Harrisonburg, VA MSA assessment area, the bank reported originating 37 loans totaling $5.8 million, for which the borrowers' incomes were known. Of these loans, two (5.4%) totaling $165,000 (2.9%), were to low-income borrowers and six (16.2%) totaling $972,000 (16.8%) were to moderate-income borrowers. The bank’s level of lending to low-income borrowers lagged both the percentage of low-income families within the assessment area (18.1%) and the aggregate reporter lending level (7.1%). Similarly, the bank’s lending to moderate-income borrowers was less than both aggregate reporter level (23%) and the percentage of such families within the assessment area (20.3%). The bank’s performance in the 2013 Harrisonburg, VA MSA is nonetheless considered adequate. In the 2013 Augusta County, VA NonMSA assessment area, the bank reported originating 18 loans totaling $2.3 million, for which the borrowers' incomes were known. Of these loans, four (22.2%) totaling $373,000 (16.2%), were to low-income borrowers, and two (11.1%) totaling $349,000 (15.1%) were to moderate-income borrowers. The bank’s lending to low-income borrowers exceeded both the percentage of low-income families within the assessment area (16.1%) and the aggregate reporter lending level (6%). On the other hand, the bank’s lending to moderate-income borrowers lagged both the aggregate reporter lending level (21.2%) and the percentage of such families within the assessment area (15.4%). Performance in the 2013 Augusta County, VA NonMSA is considered good, given the strength of the bank’s performance for low-income borrowers. Overall, the bank’s HMDA borrower distribution performance is considered good when considering relative performance and volume of lending by year.

# % $(000s) % $ # % $(000s) % $

Low 6 16.7 532 10.1 434 9.9 37,640 5.5Moderate 6 16.7 463 8.7 1,140 26.1 140,284 20.5Middle 7 19.4 997 18.8 1,156 26.5 176,017 25.7Upper 17 47.2 3,301 62.4 1,640 37.5 331,515 48.3Total 36 100.0 5,293 100.0 4,370 100.0 685,456 100.0Unknown 33 6,644 950 202,276Percentages (%) are calculated on all loans where incomes are known

HMDA Totals

Distribution of HMDA Loans by Income Level of Borrower

Harrisonburg-Staunton-Wayesboro, VA CSA (2014)

Income Categories

Bank Aggregate


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D&B data from 2014 indicates that 89.9% of all local businesses have revenues that do not exceed $1 million per year. Aggregate lending data from 2014 indicate that 48.7% of reported small business loans were to businesses having revenues of $1 million or less. The remaining portion of loans were to businesses that either had revenues exceeding $1 million or had unknown revenues. As part of the performance context, the aggregate data was also considered after excluding certain specialty lenders. Of the remaining small business loans originated by traditional bank lenders, 58.4% were made to businesses having annual revenues of $1 million or less. With 58.6% of its small business loans made to businesses with annual revenues of $1 million or less, the bank’s level of lending is considered good, and its performance in the 2013 Harrisonburg, VA MSA is similar. In the 2013 Augusta County, VA NonMSA, the bank extended 22 loans (45.8%) totaling $3.3 million (37.2%) to businesses with revenues that do not exceed $1 million per year. Aggregate lending data indicates that 49.5% of reported small business loans were to businesses having revenues of $1 million or less. With the exclusion of specialty lenders, 59.3% of such loans were made to small businesses. The bank’s performance is considered adequate. The bank’s small business lending performance is considered good overall, given the strength of lending activity in the CSA and MSA. Community Development Lending: During the evaluation period, UBV funded five community development loans totaling $367,600 within the Harrisonburg-Staunton-Waynesboro, VA CSA to various organizations that facilitate affordable housing within the assessment area. This level of lending is considered adequate. INVESTMENT TEST The institution's level of qualified investments benefiting the Harrisonburg-Staunton-Waynesboro, VA CSA is rated high satisfactory. In addition to the bank’s investments which benefit the statewide area, the bank also allocated funds for investments that directly benefit this assessment area which includes:

• $447,000 of the bank’s VHDA bonds supported lending to borrowers in this assessment area.

• $495,000 of the bank’s equity investment in the CRA Fund was targeted to projects in this assessment area.

by Revenue # % $(000s) % $ # % $(000s) % $$1 Million or Less 75 58.6 12,127 41.8 1,556 48.7 67,615 42.3Over $1 Million 50 39.1 16,363 56.4 NA NA NA NAUnknown 3 2.3 542 1.8 NA NA NA NA

by Loan Size

$100,000 or less 63 49.2 2,446 8.4 2,882 90.2 43,437 27.2$100,001-$250,000 30 23.4 5,802 20.0 161 5.0 29,908 18.7$250,001-$1 Million 35 27.4 20,784 71.6 153 4.8 86,580 54.1Total 128 100.0 29,032 100.0 3,196 100.0 159,925 100.0* No data is available for Aggregate loans with Revenues over $1 million and those with Unknown revenues

Distribution of Lending by Loan Amount and Size of Business Harrisonburg-Staunton-Wayesboro, VA CSA (2014)

Bank Aggregate*


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Furthermore, the bank made charitable contributions of $9,150 to organizations providing community development services that benefited this market area. SERVICE TEST Within this assessment area, UBV's performance under the service test is considered adequate. Systems for delivering retail banking services are accessible to all portions of the assessment area, including low and moderate-income areas. Also, the bank and its employees have participated in several community development services. Retail Services: Delivery systems are accessible to all portions of the assessment area. Automated teller machines (ATMs) are available and, through a network, provide customers with 24-hour nationwide access. Bank-by-mail and bank-by-computer services are also offered by the institution. In addition, the institution provides customers with 24-hour telephone access to their accounts through an automated system. The institution operates nine branch offices within this assessment area. Seven (77.8%) branches are located in middle-income census tracts, while two (22.2%) branches are located in upper-income census tracts. Branch locations and business hours are considered convenient and meet the needs of the assessment area. While no branches are located in low- and moderate-income tracts, the branches are nonetheless accessible to the 10.5% of families that reside in such tracts. The distribution of branches is considered adequate. Community Development Services: The bank and its employees participated in an adequate level of community development service initiatives. Specific to the Harrisonburg-Staunton-Waynesboro, VA CSA, five employees provide financial expertise to local community service organizations that provide social services and/or manage charitable funds, and three employees serve with three different affordable housing organizations that promote affordable housing.


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METROPOLITAN AREAS (For each metropolitan area where no assessment areas were

reviewed using full-scope review) DESCRIPTION OF INSTITUTION’S OPERATIONS IN METROPOLITAN AREAS OF VIRGINIA UBV's Charlottesville, VA MSA assessment area was reviewed using the limited review examination procedures. Information detailing the composition of the market, including selected demographic data, is included in APPENDIX E of this report. Information pertaining to the assessment area's loan volume, branches, and deposit volume is included in APPENDIX D of this report. CONCLUSIONS WITH RESPECT TO PERFORMANCE TESTS IN METROPOLITAN AREAS OF VIRGINIA Facts and data reviewed for the Charlottesville, VA MSA, including performance and demographic information, can be found in APPENDIX C of this evaluation. Conclusions regarding performance, which did not impact the institution’s overall rating, are included in the following tables. For each test, the conclusion conveys whether performance in an assessment area was generally below, consistent with, or exceeded the institution's statewide ratings. In the case where the performance was considered below, the performance was at least adequate for the assessment area.

Assessment Area Lending Test Investment Test Service Test Charlottesville, VA MSA Consistent Consistent Consistent


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NONMETROPOLITAN STATEWIDE AREA (If none of the assessment areas within the nonmetropolitan statewide area were

reviewed using full-scope review) DESCRIPTION OF INSTITUTION’S OPERATIONS IN THE NONMETROPOLITAN STATEWIDE AREAS OF VIRGINIA The Shenandoah County, VA NonMSA assessment area was reviewed using the limited review examination procedures. Information detailing the composition of the market, including selected demographic data, is included in APPENDIX E of this report. Information pertaining to the assessment area's loan volume, branches, and deposit volume is included in APPENDIX D of this report. CONCLUSIONS WITH RESPECT TO PERFORMANCE TESTS IN METROPOLITAN AREAS OF VIRGINIA Facts and data reviewed for the Shenandoah County, VA NonMSA, including performance and demographic information, can be found in APPENDIX C of this evaluation. Conclusions regarding performance, which did not impact the institution’s overall rating, are included in the following tables. For each test, the conclusion conveys whether performance in an assessment area was generally below, consistent with, or exceeded the institution's statewide ratings. In the case where the performance was considered below, the performance was at least adequate for the assessment area.

Assessment Area Lending Test Investment Test Service Test Shenandoah County Consistent Consistent Consistent


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Assessment AreaType of Examination Branches Visited

Washington-Baltimore-Arlington, DC-MD-VA-WV-PA CSA Full Scope

4900 Massachusetts Avenue, NWWashington, DC 20016

8630 Fenton StreetSilver Spring, MD 20910

1304 Central Park BoulevardFredericksburg, VA 22401

Harrisonburg-Staunton-Waynesboro, VA CSA Full Scope2556 Jefferson Highway, Suite 110Waynesboro, VA 22980

Charlottesville, VA MSA Limited Scope NoneShenandoah County, VA NonMSA Limited Scope None

LIST OF ASSESSMENT AREAS AND TYPE OF EXAMINATION

CRA APPENDIX A

SCOPE OF EXAMINATION


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CRA APPENDIX B

Summary of State and Multistate MSA Ratings

State or Multistate Metropolitan Area

Name

Lending Test Rating

Investment Test Rating

Service Test Rating

Overall State Rating

Washington-Baltimore-Arlington, DC-MD-VA-WV-PA CSA Outstanding High Satisfactory High Satisfactory Outstanding

State of Virginia High Satisfactory High Satisfactory Low Satisfactory Satisfactory


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CRA APPENDIX C

LIMITED REVIEW TABLES

Charlottesville, VA MSA This market includes Albemarle and Greene Counties and the City of Charlottesville, Virginia, which are a portion of the larger Charlottesville MSA. Performance Test Data for Charlottesville, VA MSA LENDING TEST


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Overall, the bank's lending performance is considered good. HMDA lending performance during 2013 and 2014 were similar and considered excellent, while small business lending performance was considered poor during 2013 and good during 2014. No community development loans were reported as having been extended within this assessment area during the evaluation period. INVESTMENT TEST As detailed earlier in the evaluation, the bank has invested in initiatives that benefit the statewide area that includes the bank's assessment areas. In addition, UBV holds two investments that specifically target the Charlottesville, VA MSA which includes an equity investment totaling $500,000 in the CRA Fund and $89,000 in VHDA bonds. The bank's qualified investments in this market area are considered good. SERVICE TEST UBV operates three offices in this market area, one located in a moderate-income census tract, one in a middle-income census tract, and one in an upper-income census tract. Banking services offered in this assessment area are substantially similar to the services available to other communities the bank serves. Specific to the Charlottesville MSA, three employees serve in financial capacities of local community service organizations that provide social services and economic development.


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Shenandoah County NonMSA

This market includes Shenandoah County, Virginia, which is in a nonmetropolitan assessment area. There are no low- or moderate-income census tracts within the assessment area. Performance Test Data for the Shenandoah County NonMSA LENDING TEST


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HMDA and small business lending performance during 2013 and 2014 were considered good. No community development loans were originated within this assessment area during the evaluation period. INVESTMENT TEST As detailed earlier in the evaluation, the bank has invested in initiatives that benefit the statewide area that includes the bank's assessment areas. In addition, UBV holds two investments that specifically target the Shenandoah County, VA NonMSA which includes an equity investment totaling $125,000 in the CRA Fund and $37,000 VHDA bonds. The bank's qualified investments in this market area are considered good. SERVICE TEST UBV operates two offices in this market area, of which one is located in a middle-income census tract and one is located in an upper-income census tract. The services available here are the same as those offered in other markets served by the bank.


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CRA APPENDIX D

BRANCH, LOAN, AND DEPOSIT VOLUME BY ASSESSMENT AREA The following table includes the distribution of branch offices, along with deposit and loan volume. The deposit volume includes all bank deposits and is current as of June 30, 2015, while the loan volume includes all reported HMDA, small business, and small farm loans considered in the evaluation.

# % $ 000s % # % $ 000s %Washington-Baltimore-Arlington, DC-MD-VA-WV-PA CSA 1,377 70.3% 469,904$ 78.9% 54 79.4% 4,585,648$ 91.6%Harrisonburg-Staunton-Waynesboro, VA CSA 449 22.9% 94,780$ 15.9% 9 13.2% 223,215$ 4.5%Charlottesville, VA MSA 66 3.4% 21,805$ 3.7% 3 4.4% 144,539$ 2.9%Shenandoah County, VA NonMSA 68 3.5% 9,326$ 1.6% 2 2.9% 52,544$ 1.0%Total 1,960 100% 595,815$ 100% 68 100% 5,005,946$ 100%

Assessment Area HMDA/CRA Loan Volume Branches Deposit Volume


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CRA APPENDIX E

Assessment Area Composition The following table presents the composition of the bank’s assessment areas.

Assessment Area Name State County/City Tracts

DCDistrict of Columbia All

MD Montgomery AllVA Alexandria City AllVA Arlington AllVA Clarke AllVA Fairfax AllVA Fairfax City AllVA Falls Church City AllVA Frederick All

VAFredericksburgCity All

VA Loudoun AllVA Manassas City All

VAManassas ParkCity All

VA Prince William AllVA Spotsylvania AllVA Stafford AllVA Warren AllVA Winchester All

Assessment Area Name State County/City Tracts

VA Augusta AllVA Harrisonburg City AllVA Rockingham AllVA Staunton City AllVA Waynesboro City AllVA Albermarle All

VACharlottesvilleCity All

VA Greene All

Assessment Area Name State County/City TractsShenandoah Counry NonMSA VA Shenandoah All

Multistate Metropolitan Assessment Area

Virginia Metropolitan Assessment Areas

Washington-Baltimore-Arlington, DC-MD-VA-WV-PA CSA(partial CSA)

Harrisonburg-Staunton-Waynesboro, VA CSA

Charlottesville, VA MSA(partial MSA)

Virginia NonMetropolitan Assessment Area


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CRA APPENDIX F

New Branch Offices

Assessment Area Date

Branch Name Address City State Zip

ACQ/ ACQ*

2014 Income Level


1/31/14 Central Park 1304 Central Park Blvd. Fredericksburg VA 22401 ACQ Middle


1/31/14 Centerville 6335 Multiplex Drive

Centerville VA 20121 ACQ Middle


1/31/14 Courthouse Road

10800 A Courthouse Road

Fredericksburg VA 22408 ACQ Middle


1/31/14 Fairfax City 4021 University Drive

Fairfax VA 22030 ACQ Middle


1/31/14 Lake Ridge 2030 Old Bridge Road Woodbridge VA 22192 ACQ Middle


1/31/14 Springfield 7830 Backlick Road Ste. 101 Springfield VA 22150 ACQ Middle


1/31/14 Vienna 374 Maple Avenue West Vienna VA 22180 ACQ Middle


1/31/14 Battlefield 10830 Balls Ford Road Manassas VA 20109 ACQ Moderate


1/31/14 Cameron Station

5140 Duke Street Alexandria VA 22304 ACQ Moderate


1/31/14 Dumfries 17054 Jefferson Davis Hwy.

Dumfries VA 22026 ACQ Moderate


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1/31/14 Ashburn 21885 Ryan Center Way Ashburn VA 20147 ACQ Upper


1/31/14 Clarendon 2930 Wilson Blvd. Arlington VA 22201 ACQ Upper


1/31/14 Del Ray 2401 Mt Vernon Avenue

Alexandria VA 22301 ACQ Upper


1/31/14 Dulles 23510 Overland Drive

Sterling VA 20166 ACQ Upper


1/31/14 Greensboro Drive

8251 Greensboro Drive

McLean VA 22102 ACQ Upper


1/31/14 John Marr Dive

4230 John Marr Drive Annandale VA 22003 ACQ Upper


1/31/14 King Street 506 King Street Alexandria VA 22314 ACQ Upper


1/31/14 Lee Harrison 5350 Lee Highway Arlington VA 22207 ACQ Upper


1/31/14 Mt. Vernon 7901 Richmond Highway

Alexandria VA 22306 ACQ Upper


1/31/14 Prince Street 1414 Prince Street Alexandria VA 22314 ACQ Upper


1/31/14 Reston 11820 Spectrum Center

Reston VA 20190 ACQ Upper


1/31/14 Sully Plaza 13881 G Metrotech Drive

Chantilly VA 20151 ACQ Upper


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1/31/14 West Metro Plaza

7115 Leesburg Pike Suite 101 Falls Church VA 22043 ACQ Upper


1/31/14 Williamsburg Blvd.

6500 Williamsburg Blvd.

Arlington VA 22213 ACQ Upper


1/31/14 Reston 1801 Reston Parkway Reston VA 20190 ACQ* Middle


1/31/14 Alexandria 301 South Washington Street

Alexandria VA 22314 ACQ* Upper


1/31/14 Lee Harrison 5335 Lee Highway Arlington VA 22207 ACQ* Upper


2/22/14 Bethesda 7845 Wisconsin Ave

Bethesda VA 20814 Relocated Middle

Charlottesville, VA MSA

7/18/14 Stanardsville 96 Main St. Stanardsville VA 22973 New Moderate

Charlottesville, VA MSA

7/18/14 Ruckersville 8260 Seminole Trail Ruckersville VA 22968 Relocated Middle

ACQ – Acquired through merger with Virginia Commerce Bank (VCB) ACQ* – VCB branches in close proximity to UBV branches that were consolidated


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Branch Closings

Assessment Area Date Branch Name Address City State Zip

2014 Income Level


8/22/13 Montrose 11921 Rockville Pike Rockville MD 20852 Middle


9/18/13 North Point Village

1498 North Point Village Center Reston VA 20194 Upper


12/18/13 Berryville Avenue

1041 Berryville Avenue Winchester VA 22601 Moderate


7/10/14 Ingleside 3050 Military Road NW Washington DC 20015 Upper


12/19/14 Pennsylvania Avenue

1275 Pennsylvania Avenue Washington DC 20004 Upper


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CRA APPENDIX G

GLOSSARY Aggregate lending: The number of loans originated and purchased by all reporting lenders in specified income categories as a percentage of the aggregate number of loans originated and purchased by all reporting lenders in the metropolitan area/assessment area. Census tract: A small subdivision of metropolitan and other densely populated counties. Census tract boundaries do not cross county lines; however, they may cross the boundaries of metropolitan statistical areas. Census tracts usually have between 2,500 and 8,000 persons, and their physical size varies widely depending upon population density. Census tracts are designed to be homogeneous with respect to population characteristics, economic status, and living conditions to allow for statistical comparisons. Community development: All Agencies have adopted the following language. Affordable housing (including multifamily rental housing) for low- or moderate-income individuals; community services targeted to low- or moderate-income individuals; activities that promote economic development by financing businesses or farms that meet the size eligibility standards of the Small Business Administration’s Development Company or Small Business Investment Company programs (13 CFR 121.301) or have gross annual revenues of $1 million or less; or, activities that revitalize or stabilize low- or moderate-income geographies. Effective September 1, 2005, the Board of Governors of the Federal Reserve System, Office of the Comptroller of the Currency, and the Federal Deposit Insurance Corporation have adopted the following additional language as part of the revitalize or stabilize definition of community development. Activities that revitalize or stabilize-

(i) Low- or moderate-income geographies; (ii) Designated disaster areas; or (iii) Distressed or underserved nonmetropolitan middle-income geographies designated by

the Board, Federal Deposit Insurance Corporation, and Office of the Comptroller of the Currency, based on- (A) Rates of poverty, unemployment, and population loss; or (B) Population size, density, and dispersion. Activities that revitalize and stabilize

geographies designated based on population size, density, and dispersion if they help to meet essential community needs, including needs of low- and moderate-income individuals.

Loans, investments, and services that-

(i) Support, enable or facilitate projects or activities that meet the “eligible uses” criteria described in Section 2301(c) of the Housing and Economic Recovery Act of 2008 (HERA), Public Law 110-289, 122 Stat. 2654, as amended, and are conducted in designated target areas identified in plans approved by the United States Department of Housing and Urban Development in accordance with the Neighborhood Stabilization Program (NSP);

(ii) Are provided no later than two years after the last date funds appropriated for the NSP are required to be spent by grantees; and


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(iii) Benefit low-, moderate-, and middle-income individuals and geographies in the bank's assessment area(s) or areas outside the bank's assessment area(s) provided the bank has adequately addressed the community development needs of its assessment area(s).

Consumer loan(s): A loan(s) to one or more individuals for household, family, or other personal expenditures. A consumer loan does not include a home mortgage, small business, or small farm loan. This definition includes the following categories: motor vehicle loans, credit card loans, home equity loans, other secured consumer loans, and other unsecured consumer loans. Family: Includes a householder and one or more other persons living in the same household who are related to the householder by birth, marriage, or adoption. The number of family households always equals the number of families; however, a family household may also include non-relatives living with the family. Families are classified by type as either a married-couple family or other family, which is further classified into ‘male householder’ (a family with a male householder and no wife present) or ‘female householder’ (a family with a female householder and no husband present). Full-scope review: Performance under the Lending, Investment, and Service Tests is analyzed considering performance context, quantitative factors (for example, geographic distribution, borrower distribution, and total number and dollar amount of investments), and qualitative factors (for example, innovativeness, complexity, and responsiveness). Geography: A census tract delineated by the United States Bureau of the Census in the most recent decennial census. Home Mortgage Disclosure Act (HMDA): The statute that requires certain mortgage lenders that do business or have banking offices in a metropolitan statistical area to file annual summary reports of their mortgage lending activity. The reports include such data as the race, gender, and the income of applications, the amount of loan requested, and the disposition of the application (for example, approved, denied, and withdrawn). Home mortgage loans: Includes home purchase and home improvement loans as defined in the HMDA regulation. This definition also includes multifamily (five or more families) dwelling loans, loans for the purchase of manufactured homes and refinancings of home improvement and home purchase loans. Household: Includes all persons occupying a housing unit. Persons not living in households are classified as living in group quarters. In 100 percent tabulations, the count of households always equals the count of occupied housing units. Limited-scope review: Performance under the Lending, Investment, and Service Tests is analyzed using only quantitative factors (for example, geographic distribution, borrower distribution, total number and dollar amount of investments, and branch distribution). Low-income: Individual income that is less than 50 percent of the area median income, or a median family income that is less than 50 percent, in the case of a geography. Market share: The number of loans originated and purchased by the institution as a percentage of the aggregate number of loans originated and purchased by all reporting lenders in the metropolitan area/assessment area.


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Metropolitan area (MA): A metropolitan statistical area (MSA) or a metropolitan division (MD) as defined by the Office of Management and Budget. A MSA is a core area containing at least one urbanized area of 50,000 or more inhabitants, together with adjacent communities having a high degree of economic and social integration with that core. A MD is a division of a MSA based on specific criteria including commuting patterns. Only a MSA that has a population of at least 2.5 million may be divided into MDs. Middle-income: Individual income that is at least 80 percent and less than 120 percent of the area median income, or a median family income that is at least 80 percent and less than 120 percent, in the case of a geography. Moderate-income: Individual income that is at least 50 percent and less than 80 percent of the area median income, or a median family income that is at least 50 percent and less than 80 percent, in the case of a geography. Multifamily: Refers to a residential structure that contains five or more units. Other products: Includes any unreported optional category of loans for which the institution collects and maintains data for consideration during a CRA examination. Examples of such activity include consumer loans and other loan data an institution may provide concerning its lending performance. Owner-occupied units: Includes units occupied by the owner or co-owner, even if the unit has not been fully paid for or is mortgaged. Qualified investment: A qualified investment is defined as any lawful investment, deposit, membership share, or grant that has as its primary purpose community development. Rated area: A rated area is a state or multistate metropolitan area. For an institution with domestic branches in only one state, the institution’s CRA rating would be the state rating. If an institution maintains domestic branches in more than one state, the institution will receive a rating for each state in which those branches are located. If an institution maintains domestic branches in two or more states within a multistate metropolitan area, the institution will receive a rating for the multistate metropolitan area. Small loan(s) to business(es): A loan included in 'loans to small businesses' as defined in the Consolidated Report of Condition and Income (Call Report) and the Thrift Financial Reporting (TFR) instructions. These loans have original amounts of $1 million or less and typically are either secured by nonfarm or nonresidential real estate or are classified as commercial and industrial loans. However, thrift institutions may also exercise the option to report loans secured by nonfarm residential real estate as "small business loans" if the loans are reported on the TFR as nonmortgage, commercial loans. Small loan(s) to farm(s): A loan included in ‘loans to small farms’ as defined in the instructions for preparation of the Consolidated Report of Condition and Income (Call Report). These loans have original amounts of $500,000 or less and are either secured by farmland, or are classified as loans to finance agricultural production and other loans to farmers. Upper-income: Individual income that is more than 120 percent of the area median income, or a median family income that is more than 120 percent, in the case of a geography.

united bank 10/19/2015 performance evaluation/media/richmondfedorg/cra...public disclosure october...

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