Bruce E. Thomas - 03 Dec 2021 Form 4 Insider Report for Community Bankers Trust Corp

Footnote F1

The transaction reported is the disposition of shares of the Issuer's common stock pursuant to the terms of the Agreement and Plan of Reorganization, dated June 2, 2021, by and between United Bankshares, Inc. ("United") and the Issuer, pursuant to which the Issuer was merged with and into United effective December 3, 2021 (the "Merger"). Pursuant to the Merger, each issued and outstanding share of the Issuer's common stock was converted into 0.3173 shares of United's common stock, with cash paid in lieu of fractional shares. As a result of the Merger, the reporting person no longer beneficially owns directly or indirectly any shares of the Issuer's common stock.

Footnote F2

The option vested in four equal annual installments beginning on January 17, 2015.

Footnote F3

The option vested in four equal annual installments beginning on January 16, 2016.

Footnote F4

The option vested in four equal annual installments beginning on January 22, 2017.

Footnote F5

The option vested in four equal annual installments beginning on January 20, 2018.

Footnote F6

The option vested and was to vest in four equal annual installments beginning on January 19, 2019.

Footnote F7

The option vested and was to vest in four equal annual installments beginning on January 18, 2020.

Footnote F8

The option vested and was to vest in four equal annual installments beginning on January 17, 2021.

Footnote F9

The option was to vest in four equal annual installments beginning on February 19, 2022.

Footnote F10

The option was assumed by United in the Merger, vesting in accordance with the terms of the award agreement, and replaced with an option to purchase shares of United's common stock equal to the number of shares of the Issuer's common stock subject to such option multiplied by 0.3173, at an exercise price equal to the exercise price of such option divided by 0.3173.

Footnote F11

The restricted stock units were assumed by United in the Merger, vesting in accordance with the terms of the award agreement, and replaced with the right to receive a number of shares of United's common stock equal to the vested number of shares of the Issuer's common stock multiplied by 0.3173. The vesting of the performance-based restricted stock units, and the corresponding issuance of shares of common stock, had been based on the Issuer's performance with respect to the return on average assets financial metric over the three-year period ending December 31, 2023.