FORM 4
[ X ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

REYNOLDS F KEVIN 		2. Issuer Name and Ticker or Trading Symbol

CARDINAL FINANCIAL CORP [ CFNL ] 		5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                      _____ 10% Owner
__ X __ Officer (give title below)      _____ Other (specify below)
President, Cardinal Bank, N.A.
(Last)          (First)          (Middle)

8270 GREENBORO DR, STE 500 		3. Date of Earliest Transaction (MM/DD/YYYY)

4/21/2017
(Street)

MCLEAN, VA 22102
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3) 		2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8) 		4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) 		5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4) 		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock   4/21/2017     D    24414   D   (1) 0   D    

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3) 		2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. Code
(Instr. 8) 		5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) 		6. Date Exercisable and Expiration Date 7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4) 		8. Price of Derivative Security
(Instr. 5) 		9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option   $16.58   4/21/2017     D         11969      (2) 2/13/2023   Common Stock   11969     (6) 0   D    
Stock Option   $16.54   4/21/2017     D         18000      (3) 2/19/2024   Common Stock   18000     (6) 0   D    
Stock Option   $20.05   4/21/2017     D         10500      (4) 3/18/2025   Common Stock   10500     (6) 0   D    
Stock Option   $19.18   4/21/2017     D         2000      (5) 2/16/2026   Common Stock   2000     (6) 0   D    

Explanation of Responses:
(1)  Effective April 21, 2017, pursuant to an Agreement and Plan of Reorganization, dated as of August 17, 2016 (the "Merger Agreement"), by and among United Bankshares, Inc. ("United"), its subsidiary UBV Holding Company, LLC ("UBV") and Cardinal Financial Corporation ("Cardinal"), Cardinal merged with and into UBV, with UBV as the surviving company (the "Merger"). In the Merger, each share of Cardinal's common stock converted into 0.71 shares of United's common stock.
(2)  The stock options vested as follows: 25% on February 13, 2013, and 25% on the anniversary date of the grant for three years.
(3)  The stock options vested as follows: 1/3 on February 19, 2014 and 1/3 on the anniversary date of the grant for two years.
(4)  The stock options vested as follows: 1/3 on March 18, 2015 and 1/3 on the anniversary date of the grant for two years.
(5)  The stock options vested as follows: 1/3 on February 16, 2016 and 1/3 on the anniversary date of the grant for two years.
(6)  This option was assumed by United in the Merger, fully vested, and replaced with an option to purchase shares of United common stock equal to the number of shares of Cardinal common stock subject to such option multiplied by 0.71, at an exercise price equal to the exercise price of such option divided by 0.71.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
REYNOLDS F KEVIN
8270 GREENBORO DR
STE 500
MCLEAN, VA 22102

President, Cardinal Bank, N.A.

Signatures
/s/ Jennifer L. Deacon, as Attorney in Fact 4/26/2017
** Signature of Reporting Person Date


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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