SouthState Bank Corp 8-K, filed Apr 24, 2024
SouthState Bank Corp (SSB)
About this 8-K
SouthState Bank Corp filed this 8-K on April 24, 2024.
Items reported
- Item 5.07: Shareholder vote results
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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Item 5.07 | | | Submission of Matters to a Vote of Security Holders. |
The Annual Meeting of Shareholders of the Company was held on April 24, 2024. Proxies for the 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 76,149,892 shares of the Company’s common stock were entitled to vote as of February 28, 2024, the record date for the Annual Meeting. There were 69,629,577 shares present in person or by proxy at the Annual Meeting, at which the shareholders were asked to vote on four 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 2025 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 |
|---|---|---|---|
Ronald M. Cofield, Sr. | 62,257,867 | 237,581 | 7,134,129 |
Shantella E. Cooper | 60,126,558 | 2,368,890 | 7,134,129 |
John C. Corbett | 62,232,662 | 262,786 | 7,134,129 |
Jean E. Davis | 60,133,126 | 2,362,322 | 7,134,129 |
Martin B. Davis | 62,234,938 | 260,510 | 7,134,129 |
Douglas J. Hertz | 61,994,678 | 500,770 | 7,134,129 |
G. Ruffner Page, Jr. | 62,242,462 | 252,986 | 7,134,129 |
William Knox Pou, Jr. | 54,649,116 | 7,846,332 | 7,134,129 |
James W. Roquemore | 62,257,836 | 237,612 | 7,134,129 |
David G. Salyers | 62,198,181 | 297,267 | 7,134,129 |
Joshua A. Snively | 60,313,889 | 2,181,559 | 7,134,129 |
Proposal 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 | 53,860,190 |
Voting Against | 8,461,810 |
Abstain from Voting | 173,448 |
Non-Votes | 7,134,129 |
| 69,629,577 |
Proposal 3: Amended and Restated 2020 Omnibus Incentive Plan. The shareholders voted to approve the Amended and Restated 2020 Omnibus Incentive Plan, as disclosed in the proxy statement. The results of the vote were as follows:
Voting For | 59,486,109 |
Voting Against | 2,887,808 |
Abstain from Voting | 121,531 |
Non-Votes | 7,134,129 |
| 69,629,577 |
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Proposal 4: 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, 2024. The results of the vote were as follows:
Voting For | 69,237,331 |
Voting Against | 265,843 |
Abstain from Voting | 126,403 |
Non-Votes | — |
| 69,629,577 |
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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 CORPORATION | ||
| (Registrant) | |
| | |
| By: | /s/ William E. Matthews, V |
Dated: April 24, 2024
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