SouthState Bank (SSB) CFO receives PSU shares, withholds stock for taxes

Rhea-AI Filing Summary

SouthState Bank Corp Chief Financial Officer reports equity award vesting and related tax withholding. On February 20, 2026, William E. V. Matthews acquired 7,806 shares of common stock through the exercise and settlement of previously granted Performance Share Units that vested after a three-year performance period ending December 31, 2025.

On the same date, 3,680 shares were disposed of at $105.44 per share to cover tax liabilities associated with the award. After these transactions, he directly owned 44,568 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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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^*

MATTHEWS WILLIAM E V

(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)

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

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)		7,806	A	$0.00	48,248	D
Common Stock	02/20/2026	02/20/2026	F(2)		3,680	D	$105.44	44,568	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	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).
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 Number.

FAQ

What insider transactions did SouthState Bank Corp (SSB) report for its CFO?

SouthState Bank Corp reported that its CFO, William E. V. Matthews, received 7,806 common shares from vested Performance Share Units and had 3,680 shares withheld to cover taxes. These equity-related transactions are part of his compensation arrangement rather than open-market trading.

How many SouthState Bank Corp (SSB) shares did the CFO acquire in this Form 4?

The CFO acquired 7,806 SouthState Bank Corp common shares through the exercise and settlement of Performance Share Units. These units were originally awarded on January 24, 2023 and vested after a three-year performance period ending December 31, 2025, triggering share issuance.

Why were some SouthState Bank Corp (SSB) shares disposed of in this insider filing?

3,680 shares of SouthState Bank Corp common stock were disposed of to satisfy tax liabilities on the vested equity award. The filing notes these shares were withheld in accordance with Rule 16(b)-3, meaning the disposition reflects tax withholding rather than an open-market share sale.

What price was used for the tax-withholding shares in the SouthState Bank Corp (SSB) Form 4?

The 3,680 SouthState Bank Corp shares used for tax withholding were valued at $105.44 per share. This per-share value is applied for the purpose of calculating the tax liability associated with the vested Performance Share Units and the corresponding share withholding.

How many SouthState Bank Corp (SSB) shares does the CFO own after these transactions?

Following the reported transactions, the CFO directly owns 44,568 shares of SouthState Bank Corp common stock. This figure reflects the net result after receiving 7,806 shares from vested Performance Share Units and the withholding of 3,680 shares for tax obligations.