[8-K] SouthState Bank Corp Reports Material Event
Rhea-AI Filing Summary
SouthState Bank Corporation reported the results of its annual shareholder meeting held on April 15, 2026. A total of 98,267,342 common shares were entitled to vote as of the record date, and 89,112,621 shares were represented in person or by proxy.
Shareholders elected 14 incumbent directors to serve until the 2027 annual meeting, with each nominee receiving roughly 78–80 million votes for and 8,698,131 broker non-votes. No alternative nominees were presented.
Investors also approved, on a non-binding advisory basis, the compensation of the Company’s named executive officers, with 76,476,826 votes for and 3,844,185 against. In addition, shareholders ratified, in an advisory, non-binding vote, the appointment of Ernst & Young LLP as independent registered public accounting firm for the fiscal year ending December 31, 2026, with 88,261,917 votes for and 785,208 against.
Positive
- None.
Negative
- None.
8-K Event Classification
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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ITEM 5.07 | Submission of Matters to a Vote of Security Holders. |
SouthState Bank Corporation (the “Company”) held its annual meeting of shareholders on April 15, 2026 (the “Annual Meeting”). Proxies for the Annual Meeting were solicited pursuant to Regulation 14A of the Securities Exchange Act of 1934, and there was no solicitation in opposition to management’s solicitations. A total of 98,267,342 shares of the Company’s common stock were entitled to vote as of February 14, 2026, the record date for the Annual Meeting. There were 89,112,621 shares present in person or by proxy at the Annual Meeting, at which the shareholders were asked to vote on three proposals. Set forth below are the matters acted upon by the shareholders at the Annual Meeting, and the final voting results of each such proposal.
Proposal No. 1: Election of Directors. The following directors were elected to serve until the annual meeting of shareholders in 2027 or until their successors are duly designated and qualified. Each nominee was an incumbent director, no other person was nominated, and each nominee was elected. The number of votes cast was approximately as follows:
Nominees for Director | Votes For | Votes Withheld/Abstained | Broker Non-Votes |
|---|---|---|---|
David R. Brooks | 79,610,359 | 804,131 | 8,698,131 |
Ronald M. Cofield, Sr. | 79,443,816 | 970,674 | 8,698,131 |
Shantella E. Cooper | 79,449,481 | 965,009 | 8,698,131 |
John C. Corbett | 78,773,685 | 1,640,805 | 8,698,131 |
Martin B. Davis | 79,473,362 | 941,128 | 8,698,131 |
Janet P. Froetscher | 79,800,407 | 614,083 | 8,698,131 |
Merriann Metz | 78,089,016 | 2,325,474 | 8,698,131 |
G. Ruffner Page, Jr. | 77,050,363 | 3,364,127 | 8,698,131 |
William Knox Pou, Jr. | 77,820,550 | 2,593,940 | 8,698,131 |
James W. Roquemore | 79,502,585 | 911,905 | 8,698,131 |
David G. Salyers | 79,490,749 | 923,741 | 8,698,131 |
Ben E. Sasse | 79,563,944 | 850,546 | 8,698,131 |
G. Stacy Smith | 79,497,751 | 916,739 | 8,698,131 |
Joshua A. Snively | 79,497,550 | 916,940 | 8,698,131 |
Proposal No. 2: Compensation of Named Executive Officers. The shareholders voted to approve the non-binding advisory proposal on the compensation of the Company’s Named Executive Officers, as disclosed in the proxy statement. The results of the vote were as follows:
Voting For | 76,476,826 |
Voting Against | 3,844,185 |
Abstain from Voting | 93,479 |
Non-Votes | 8,698,131 |
89,112,621 |
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Proposal No. 3: Appointment of Independent Registered Public Accounting Firm. The shareholders voted to ratify, as an advisory, non-binding vote, the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026. The results of the vote were as follows:
Voting For | 88,261,917 |
Voting Against | 785,208 |
Abstain from Voting | 65,496 |
Non-Votes | — |
89,112,621 |
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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 BANK CORPORATION | ||
(Registrant) | ||
By: | /s/ William E. Matthews, V | |
Dated: April 15, 2026
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