SouthState Corp Files 8-K on Shareholder Votes and Financials

TL;DR

SSC filed an 8-K on Aug 14th for shareholder votes and financials.

AI Summary

SouthState Corporation filed an 8-K on August 14, 2024, to report on matters submitted to a vote of security holders and to file financial statements and exhibits. The filing does not contain specific details on the votes or financial statements themselves, but indicates their submission.

Why It Matters

This filing indicates that SouthState Corporation has submitted matters for a vote by its security holders and has filed financial statements and exhibits, which are key corporate governance and financial reporting events.

Risk Assessment

Risk Level: low — This is a routine filing reporting on corporate actions and financial statements, not indicating any immediate financial distress or significant operational changes.

Key Players & Entities

• SouthState Corp (company) — Registrant
• August 14, 2024 (date) — Date of earliest event reported

FAQ

Key Financial Figures

• $2.50 — ich registered Common stock, par value $2.50 per share SSB The New York Stock Ex

Filing Documents

• ssb-20240814x8k.htm (8-K) — 105KB
• ssb-20240814x8k001.jpg (GRAPHIC) — 12KB
• 0001558370-24-012208.txt ( ) — 260KB
• ssb-20240814.xsd (EX-101.SCH) — 3KB
• ssb-20240814_lab.xml (EX-101.LAB) — 15KB
• ssb-20240814_pre.xml (EX-101.PRE) — 10KB
• ssb-20240814x8k_htm.xml (XML) — 5KB

07

Item 5.07 Submission of Matters to a Vote of Security Holders. On August 14, 2024, SouthState Corporation ("SouthState") held a special meeting of shareholders (the "special meeting") to consider certain proposals related to the Agreement and Plan of Merger, dated as of May 17, 2024 (the "merger agreement"), by and between SouthState and Independent Bank Group, Inc. ("Independent"), which provides, among other things and subject to the terms and conditions set forth therein, that Independent will merge with and into SouthState (the "merger"), with SouthState as the surviving corporation. As of July 11, 2024, the record date for the special meeting, there were 76,210,861 shares of common stock, par value $2.50 per share, of SouthState ("SouthState common stock") outstanding, each of which was entitled to one vote for each proposal at the special meeting. At the special meeting, a total of 63,430,252 shares of SouthState common stock, representing approximately 83.22% of the shares of SouthState common stock outstanding and entitled to vote, were present in person or by proxy, constituting a quorum to conduct business. At the special meeting, the following proposals were considered: 1. Merger Proposal . Proposal to approve the merger agreement and the transactions contemplated thereby, including the merger and the issuance of SouthState common stock to holders of Independent common stock pursuant to the merger agreement (including for purposes of complying with NYSE Listing Rule 312.03, which requires approval of the issuance of shares of SouthState common stock in an amount that exceeds 20% of the currently outstanding shares of SouthState common stock) (the "Merger Proposal"). 2. Adjournment Proposal . Proposal to adjourn or postpone the special meeting, if necessary or appropriate, to solicit additional proxies if, immediately prior to such adjournment or postponement, there are not sufficient votes to approve the Merger Proposal or to ensure that any supp

Financial Statements and Exhibits

Financial Statements and Exhibits. Incorporated by Reference Exhibit No. Description Form Commission File No. Exhibit Filing Date Filed Herewith 104 Cover Page Interactive Data File (the cover page XBRL tags are embedded within the Inline XBRL document). X Cautionary Statement Regarding Forward Looking Statements This communication contains "forward-looking statements" within the meaning of the United States Private Securities Litigation Reform Act of 1995 that are subject to risks and uncertainties and are made pursuant to the safe harbor provisions of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and other related federal securities laws. Forward-looking statements by their nature address matters that are, to different degrees, uncertain, including information about Independent Bank Group, Inc.'s ("Independent"), SouthState Corporation's ("SouthState") or the combined company's possible or assumed future results of operations, including its future revenues, income, expenses, provision for taxes, effective tax rate, earnings (loss) per share and cash flows, its future capital expenditures and dividends, its future financial condition and changes therein, including changes in Independent's, SouthState's or the combined company's loan portfolio and allowance for credit losses, Independent's, SouthState's or the combined company's future capital structure or changes therein, the plan and objectives of management for future operations, Independent's, SouthState's or the combined company's future or proposed acquisitions, the future or expected effect of acquisitions on Independent's, SouthState's or the combined company's operations, results of operations and financial condition, Independent's, SouthState's or the combined company's future economic performance and the statements of the assumptions underlying any such statement. Such statements are typically, but not excl

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. SOUTHSTATE CORPORATION (Registrant) By: /s/ William E. Matthews, V William E. Matthews, V Senior Executive Vice President and Chief Financial Officer Dated: August 14, 2024 6

View Full Filing

View this 8-K filing on SEC EDGAR