First United Corporation Comments on Driver Management’s Press Release about Intent to Make Director Nominations

Driver has adopted this one-dimensional approach despite First United’s track record of delivering value for shareholders as an independent company, as demonstrated by its total shareholder return meaningfully surpassing that of its peers and the broader market under the current leadership team as well as over the past 1-year, 3-year and 5-year periods.

The Nominating and Corporate Governance Committee of First United’s Board is responsible for identifying individuals who it believes should be nominated for election by the Board at each annual meeting of shareholders, based on such individuals’ qualifications and other characteristics that the Committee deems appropriate, including integrity, business experience, education, accounting and financial expertise, diversity, reputation, civic and community relationships and knowledge and experience in matters affecting financial institutions. The Board is currently comprised of eleven highly qualified directors with the experience, expertise and skills that the Committee and the Board believe are appropriate for First United, and ten of those directors are independent under the Nasdaq Stock Market Rules. The Committee will evaluate Driver’s candidates as it would any other potential directors suggested by shareholders, although its ability to do so has been frustrated by Driver’s refusal to engage productively with First United or even respond to the customary questionnaire that First United shared with Driver.  

First United’s 2020 Annual Meeting has not yet been scheduled. This communication does not constitute a solicitation of any vote or proxy, and shareholders do not need to take any action at this time. The First United Board of Directors will present its formal recommendations to shareholders regarding director nominations in its definitive proxy statement for the 2020 Annual Meeting.


First United Corporation is the parent company of First United Bank & Trust, a Maryland trust company with commercial banking powers, and nine statutory trusts that were used as financing vehicles.  The Bank has four wholly-owned subsidiaries: OakFirst Loan Center, Inc., a West Virginia finance company; OakFirst Loan Center, LLC, a Maryland finance company, First OREO Trust, a Maryland statutory trust, and FUBT OREO I, LLC, a Maryland company, both formed for the purposes of holding, servicing and disposing of the real estate that the Bank acquires through foreclosure or by deed in lieu of foreclosure.  The Bank also owns 99.9% of the limited partnership interests in Liberty Mews Limited Partnership; a Maryland limited partnership formed for the purpose of acquiring, developing and operating low-income housing units in Garrett County, Maryland.  The Corporation’s website is[2].

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