SouthState Bank Corp (SSB) CEO exercises PSUs, withholds shares

Rhea-AI Filing Summary

SouthState Bank Corp CEO John C. Corbett reported offsetting equity transactions in company common stock. He acquired 32,454 shares through the exercise of performance share units that were awarded on January 24, 2023 and vested after a three-year performance period ending December 31, 2025. On the same date, 16,227 shares were withheld to cover tax liabilities related to these securities, a disposition classified as a tax-withholding event rather than an open-market sale. After these transactions, he directly owned 130,902 SouthState common shares.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Corbett John C

(Last) (First) (Middle)

1101 FIRST STREET SOUTH, SUITE 202

(Street)

WINTER HAVEN FL 33880

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
SouthState Bank Corp [ SSB ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CEO

3. Date of Earliest Transaction (Month/Day/Year)
02/20/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

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. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction 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	02/20/2026	02/20/2026	M(1)		32,454	A	$0.00	147,129	D
Common Stock	02/20/2026	02/20/2026	F(2)		16,227	D	$105.44	130,902	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction 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 (Month/Day/Year)		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: 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

Explanation of Responses:

1. Number of common shares issued pursuant to the Performance Share Units ("PSUs") awarded on 1/24/23; PSUs vested after the 3-year performance period ending December 31, 2025.

2. Withholding of shares to pay tax liability applicable to securities issued in accordance with Rule 16(b)-3.

Remarks:

	William E. Matthews, V, CFO, pursuant to power of attorney	02/23/2026
	** 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).
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FAQ

What did SouthState Bank (SSB) CEO John C. Corbett report on this Form 4?

John C. Corbett reported an equity award vesting and related tax withholding. He received 32,454 SouthState common shares from vested performance share units and had 16,227 shares withheld to cover taxes. These movements reflect compensation settlement rather than open-market buying or selling.

How many SouthState Bank (SSB) shares did the CEO acquire and dispose of?

The CEO acquired 32,454 shares and had 16,227 shares disposed for taxes. The acquisition came from performance share units converting into common stock, while the disposition represents shares withheld to satisfy tax obligations tied to that vesting, not a discretionary market sale.

What are the details of the performance share units in the SouthState (SSB) Form 4?

The performance share units were granted on January 24, 2023 and recently vested. They covered a three-year performance period ending December 31, 2025. Upon vesting, 32,454 common shares were issued to John C. Corbett as part of his equity-based compensation.

Did the SouthState Bank (SSB) CEO sell shares on the open market in this filing?

The filing shows tax-withholding, not an open-market sale. A total of 16,227 shares were delivered to satisfy tax liabilities associated with vested performance share units. This transaction is classified as a tax-withholding disposition under code F, rather than a voluntary sale for cash proceeds.

How many SouthState Bank (SSB) shares does CEO John C. Corbett own after these transactions?

Following these transactions, John C. Corbett directly owns 130,902 common shares. This figure reflects the net result after receiving 32,454 shares from vested performance share units and surrendering 16,227 shares to cover associated tax obligations on the same date.