8-K - SSB - Equibles

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): April 26, 2023

SOUTHSTATE CORP ORATION

(Exact name of registrant as specified in its charter)

<br><br><br><br>	<br><br>	<br><br><br><br>
South Carolina<br><br>(State or Other Jurisdiction of<br><br>Incorporation)	001-12669<br><br>(Commission File Number)	57-0799315<br><br>(IRS Employer<br><br>Identification No.)

<br><br><br><br>		<br><br>
1101 First Street South, Suite 202<br><br>Winter Haven , FL<br><br>(Address of principal executive offices)		33880<br><br>(Zip Code)

( 863 ) 293-4710

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common stock, par value $2.50 per share	SSB	Nasdaq Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

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Item 7.01			Other Events.

On April 26, 2023, SouthState Corporation (the “Company” or “SouthState”) made available the presentation (“Presentation”) prepared for the Company’s Annual Shareholders’ meeting. Attached hereto and incorporated herein as Exhibit 99.1 is the text of that Presentation.

The information contained in this Item 7.01 of this Current Report, including the information set forth in the Presentation filed as Exhibit 99.1 to, and incorporated in, this Current Report, is being "furnished" and shall not be deemed to be “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to the liability of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Cautionary Statement Regarding Forward Looking Statements

Statements included in this communication, which are not historical in nature are intended to be, and are hereby identified as, forward-looking statements for purposes of the safe harbor provided by Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Forward-looking statements are based on, among other things, management’s beliefs, assumptions, current expectations, estimates and projections about the financial services industry, the economy and SouthState. Words and phrases such as “may,” “approximately,” “continue,” “should,” “expects,” “projects,” “anticipates,” “is likely,” “look ahead,” “look forward,” “believes,” “will,” “intends,” “estimates,” “strategy,” “plan,” “could,” “potential,” “possible” and variations of such words and similar expressions are intended to identify such forward-looking statements.

SouthState cautions readers that forward-looking statements are subject to certain risks, uncertainties and assumptions that are difficult to predict with regard to, among other things, timing, extent, likelihood and degree of occurrence, which could cause actual results to differ materially from anticipated results. Such risks, uncertainties and assumptions, include, among others, the following: (1) economic downturn risk, potentially resulting in deterioration in the credit markets, inflation, greater than expected noninterest expenses, excessive loan losses and other negative consequences, which risks could be exacerbated by potential negative economic developments resulting from federal spending cuts and/or one or more federal budget-related impasses or actions; (2) interest rate risk primarily resulting from the interest rate environment, the number and pace of interest rate increases, and their impact on the Bank’s earnings, including from the correspondent and mortgage divisions, housing demand, the market value of the bank’s loan and securities portfolios, and the market value of SouthState’s equity; (3) volatility in the financial services industry (including failures or rumors of failures of other depositor institutions), along with actions taken by governmental agencies to address such turmoil, could affect the ability of depository institutions, including us, to attract and retain depositors and to borrow or raise capital (4) risks related to the merger and integration of SouthState and Atlantic Capital including, among others, (i) the risk that the cost savings and any revenue synergies from the merger may not be fully realized or may take longer than anticipated to be realized, (ii) the risk that the integration of Atlantic Capital’s operations into SouthState’s operations will be more costly or difficult than expected or that the parties are otherwise unable to successfully integrate Atlantic Capital’s businesses into SouthState’s businesses, (iii) the amount of the costs, fees, expenses and charges related to the merger, and (iv) reputational risk and the reaction of each company's customers, suppliers, employees or other business partners to the merger; (5) risks relating to the continued impact of the Covid19 pandemic on the Company, including to efficiencies and the control environment due to the changing work environment; (6) the impact of increasing digitization of the banking industry and movement of customers to on-line platforms, and the possible impact on the Bank’s results of operations, customer base, expenses, suppliers and operations; (7) controls and procedures risk, including the potential failure or circumvention of our controls and procedures or failure to comply with regulations related to controls and procedures; (8) potential deterioration in real estate values; (9) the impact of competition with other financial institutions, including deposit and loan pricing pressures and the resulting impact, including as a result of compression to net interest margin; (10) risks relating to the ability to retain our culture and attract and retain qualified people; (11) credit risks associated with an obligor’s failure to meet the terms of any contract with the Bank or otherwise fail to perform as agreed under the terms of any loan-related document; (12) risks related to the ability of the Company to pursue its strategic plans which depend upon certain growth goals in our lines of business; (13) liquidity risk affecting the Bank’s ability to meet its obligations when they come due; (14) risks associated with an anticipated increase in 2

SouthState’s investment securities portfolio, including risks associated with acquiring and holding investment securities or potentially determining that the amount of investment securities SouthState desires to acquire are not available on terms acceptable to SouthState; (15) unexpected outflows of uninsured deposits may require us to sell investment securities at a loss; (16) the loss of value of our investment portfolio could negatively impact market perceptions of us and could lead to deposit withdrawals; (17) price risk focusing on changes in market factors that may affect the value of traded instruments in “mark-to-market” portfolios; (18) transaction risk arising from problems with service or product delivery; (19) compliance risk involving risk to earnings or capital resulting from violations of or nonconformance with laws, rules, regulations, prescribed practices, or ethical standards; (20) regulatory change risk resulting from new laws, rules, regulations, accounting principles, proscribed practices or ethical standards, including, without limitation, the possibility that regulatory agencies may require higher levels of capital above the current regulatory-mandated minimums and including the impact of special FDIC assessments, the Consumer Financial Protection Bureau regulations, and the possibility of changes in accounting standards, policies, principles and practices; (21) strategic risk resulting from adverse business decisions or improper implementation of business decisions; (22) reputation risk that adversely affects earnings or capital arising from negative public opinion including the effects of social media on market perceptions of us and banks generally; (23) cybersecurity risk related to the dependence of SouthState on internal computer systems and the technology of outside service providers, as well as the potential impacts of internal or external security breaches, which may subject the company to potential business disruptions or financial losses resulting from deliberate attacks or unintentional events; (24) reputational and operational risks associated with environment, social and governance (ESG) matters, including the impact of recently issued proposed regulatory guidance and regulation relating to climate change; (25) greater than expected noninterest expenses; (26) excessive loan losses; (27) potential deposit attrition, higher than expected costs, customer loss and business disruption associated with the Atlantic Capital integration, and potential difficulties in maintaining relationships with key personnel; (28) reputational risk and possible higher than estimated reduced revenue from announced changes in the Bank’s consumer overdraft programs; (29) the risks of fluctuations in market prices for SouthState common stock that may or may not reflect economic condition or performance of SouthState; (30) the payment of dividends on SouthState common stock, which is subject to legal and regulatory limitations as well as the discretion of the board of directors of SouthState, SouthState’s performance and other factors; (31) ownership dilution risk associated with potential acquisitions in which SouthState’s stock may be issued as consideration for an acquired company; (32) operational, technological, cultural, regulatory, legal, credit and other risks associated with the exploration, consummation and integration of potential future acquisitions, whether involving stock or cash consideration; (33) major catastrophes such as hurricanes, tornados, earthquakes, floods or other natural or human disasters, including infectious disease outbreaks, and the related disruption to local, regional and global economic activity and financial markets, and the impact that any of the foregoing may have on SouthState and its customers and other constituencies; (34) terrorist activities risk that results in loss of consumer confidence and economic disruptions; and (35) other factors that may affect future results of SouthState, as disclosed in SouthState’s Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, and Current Reports on Form 8-K, filed by SouthState with the U.S. Securities and Exchange Commission (“SEC”) and available on the SEC’s website at http://www.sec.gov, any of which could cause actual results to differ materially from future results expressed, implied or otherwise anticipated by such forward-looking statements.

All forward-looking statements speak only as of the date they are made and are based on information available at that time. SouthState does not undertake any obligation to update or otherwise revise any forward-looking statements, whether as a result of new information, future events, or otherwise, except as required by federal securities laws. As forward-looking statements involve significant risks and uncertainties, caution should be exercised against placing undue reliance on such statements.

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Item 9.01			Financial Statements and Exhibits.

(d) Exhibits. In most cases, documents incorporated by reference to exhibits that have been filed with our reports or proxy statements under the Securities Exchange Act of 1934 are available to the public over the Internet from the SEC’s web site at www.sec.gov. You may also read and copy any such document at the SEC’s public reference room located at 100 F Street, N.E., Room 1580, Washington, D.C. 20549 under our SEC file number (001-12669).


Exhibit No.	Description of Exhibit	Incorporated by Reference
	<br><br>	Form	Commission File No.	Exhibit	Filing Date	Filed<br><br>Herewith
99.1	Presentation for SouthState Corporation Annual Shareholders’ Meeting					x

104	Cover Page Interactive Data File (embedded within the Inline XBRL document)					x

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: April 26, 2023

Exhibit 99.1

Annual Shareholders’ Meeting<br>Wednesday, April 26, 2023<br>Exhibit 99.1
DISCLAIMER<br>Statements included in this communication, which are not historical in nature are intended to be, and are hereby identified as, forward-looking statements for purposes of the safe harbor provided by Section 27A of the Securities Act of 1933 and<br>Section 21E of the Securities Exchange Act of 1934. Forward-looking statements are based on, among other things, management’s beliefs, assumptions, current expectations, estimates and projections about the financial services industry, the economy<br>and SouthState. Words and phrases such as “may,” “approximately,” “continue,” “should,” “expects,” “projects,” “anticipates,” “is likely,” “look ahead,” “look forward,” “believes,” “will,” “intends,” “estimates,” “strategy,” “plan,” “could,” “potential,”<br>“possible” and variations of such words and similar expressions are intended to identify such forward-looking statements.<br>SouthState cautions readers that forward-looking statements are subject to certain risks, uncertainties and assumptions that are difficult to predict with regard to, among other things, timing, extent, likelihood and degree of occurrence, which could<br>cause actual results to differ materially from anticipated results. Such risks, uncertainties and assumptions, include, among others, the following: (1) economic downturn risk, potentially resulting in deterioration in the credit markets, inflation, greater<br>than expected noninterest expenses, excessive loan losses and other negative consequences, which risks could be exacerbated by potential negative economic developments resulting from federal spending cuts and/or one or more federal budget-related impasses or actions; (2) interest rate risk primarily resulting from the interest rate environment, the number and pace of interest rate increases, and their impact on the Bank’s earnings, including from the correspondent and mortgage divisions,<br>housing demand, the market value of the bank’s loan and securities portfolios, and the market value of SouthState’s equity; (3) volatility in the financial services industry (including failures or rumors of failures of other depositor institutions), along with<br>actions taken by governmental agencies to address such turmoil, could affect the ability of depository institutions, including us, to attract and retain depositors and to borrow or raise capital (4) risks related to the merger and integration of SouthState<br>and Atlantic Capital including, among others, (i) the risk that the cost savings and any revenue synergies from the merger may not be fully realized or may take longer than anticipated to be realized, (ii) the risk that the integration of Atlantic Capital’s<br>operations into SouthState’s operations will be more costly or difficult than expected or that the parties are otherwise unable to successfully integrate Atlantic Capital’s businesses into SouthState’s businesses, (iii) the amount of the costs, fees,<br>expenses and charges related to the merger, and (iv) reputational risk and the reaction of each company's customers, suppliers, employees or other business partners to the merger; (5) risks relating to the continued impact of the Covid19 pandemic on<br>the Company, including to efficiencies and the control environment due to the changing work environment; (6) the impact of increasing digitization of the banking industry and movement of customers to on-line platforms, and the possible impact on<br>the Bank’s results of operations, customer base, expenses, suppliers and operations; (7) controls and procedures risk, including the potential failure or circumvention of our controls and procedures or failure to comply with regulations related to<br>controls and procedures; (8) potential deterioration in real estate values; (9) the impact of competition with other financial institutions, including deposit and loan pricing pressures and the resulting impact, including as a result of compression to net<br>interest margin; (10) risks relating to the ability to retain our culture and attract and retain qualified people; (11) credit risks associated with an obligor’s failure to meet the terms of any contract with the Bank or otherwise fail to perform as agreed<br>under the terms of any loan-related document; (12) risks related to the ability of the Company to pursue its strategic plans which depend upon certain growth goals in our lines of business; (13) liquidity risk affecting the Bank’s ability to meet its<br>obligations when they come due; (14) risks associated with an anticipated increase in SouthState’s investment securities portfolio, including risks associated with acquiring and holding investment securities or potentially determining that the amount of<br>investment securities SouthState desires to acquire are not available on terms acceptable to SouthState; (15) unexpected outflows of uninsured deposits may require us to sell investment securities at a loss; (16) the loss of value of our investment<br>portfolio could negatively impact market perceptions of us and could lead to deposit withdrawals; (17) price risk focusing on changes in market factors that may affect the value of traded instruments in “mark-to-market” portfolios; (18) transaction risk<br>arising from problems with service or product delivery; (19) compliance risk involving risk to earnings or capital resulting from violations of or nonconformance with laws, rules, regulations, prescribed practices, or ethical standards; (20) regulatory<br>change risk resulting from new laws, rules, regulations, accounting principles, proscribed practices or ethical standards, including, without limitation, the possibility that regulatory agencies may require higher levels of capital above the current<br>regulatory-mandated minimums and including the impact of special FDIC assessments, the Consumer Financial Protection Bureau regulations, and the possibility of changes in accounting standards, policies, principles and practices; (21) strategic risk<br>resulting from adverse business decisions or improper implementation of business decisions; (22) reputation risk that adversely affects earnings or capital arising from negative public opinion including the effects of social media on market perceptions<br>of us and banks generally; (23) cybersecurity risk related to the dependence of SouthState on internal computer systems and the technology of outside service providers, as well as the potential impacts of internal or external security breaches, which<br>may subject the company to potential business disruptions or financial losses resulting from deliberate attacks or unintentional events; (24) reputational and operational risks associated with environment, social and governance (ESG) matters, including<br>the impact of recently issued proposed regulatory guidance and regulation relating to climate change; (25) greater than expected noninterest expenses; (26) excessive loan losses; (27) potential deposit attrition, higher than expected costs, customer<br>loss and business disruption associated with the Atlantic Capital integration, and potential difficulties in maintaining relationships with key personnel; (28) reputational risk and possible higher than estimated reduced revenue from announced changes<br>in the Bank’s consumer overdraft programs; (29) the risks of fluctuations in market prices for SouthState common stock that may or may not reflect economic condition or performance of SouthState; (30) the payment of dividends on SouthState<br>common stock, which is subject to legal and regulatory limitations as well as the discretion of the board of directors of SouthState, SouthState’s performance and other factors; (31) ownership dilution risk associated with potential acquisitions in which<br>SouthState’s stock may be issued as consideration for an acquired company; (32) operational, technological, cultural, regulatory, legal, credit and other risks associated with the exploration, consummation and integration of potential future<br>acquisitions, whether involving stock or cash consideration; (33) major catastrophes such as hurricanes, tornados, earthquakes, floods or other natural or human disasters, including infectious disease outbreaks, and the related disruption to local,<br>regional and global economic activity and financial markets, and the impact that any of the foregoing may have on SouthState and its customers and other constituencies; (34) terrorist activities risk that results in loss of consumer confidence and<br>economic disruptions; and (35) other factors that may affect future results of SouthState, as disclosed in SouthState’s Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, and Current Reports on Form 8-K, filed by SouthState with the U.S.<br>Securities and Exchange Commission (“SEC”) and available on the SEC’s website at http://www.sec.gov, any of which could cause actual results to differ materially from future results expressed, implied or otherwise anticipated by such forward-looking<br>statements.<br>All forward-looking statements speak only as of the date they are made and are based on information available at that time. SouthState does not undertake any obligation to update or otherwise revise any forward-looking statements, whether as a<br>result of new information, future events, or otherwise, except as required by federal securities laws. As forward-looking statements involve significant risks and uncertainties, caution should be exercised against placing undue reliance on such<br>statements.<br>2
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$36<br>Billion in deposits<br>$30<br>Billion in loans<br>$44<br>Billion in assets<br>$5.8<br>Billion market cap<br>(1) Financial metrics and market cap as of December 31, 2022<br>SouthState Corporation<br>Overview of Franchise (1)<br>3<br>(251)<br>#1 in Florida<br>#3 in South Carolina<br>Top 30<br>Forbes 100<br>Best Banks<br>in America<br>2022<br>16 Greenwich Excellence and Best<br>Brand awards from Coalition Greenwich<br>Ranked<br>#30<br>by S&P<br>Global<br>3
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Local Market Leadership<br>Our business model supports the unique character of the communities we serve and<br>encourages decision making by the banker that is closest to the customer.<br>Long-Term Horizon<br>We think and act like owners and measure success over entire economic cycles. We<br>prioritize soundness before short-term profitability and growth.<br>Remarkable Experiences<br>We will make our customers’ lives better by anticipating their needs and<br>responding with a sense of urgency. Each of us has the freedom, authority and<br>responsibility to do the right thing for our customers.<br>Meaningful and Lasting Relationships<br>We communicate with candor and transparency. The relationship is more valuable<br>than the transaction.<br>Greater Purpose<br>We enable our team members to pursue their ultimate purpose in life—their<br>personal faith, their family, their service to community.<br>The WHAT The HOW<br>Guiding Principles Core Values<br>Leadership<br>The WHY To invest in the entrepreneurial spirit, pursue excellence and inspire a greater purpose.<br>4
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Note: shows all branch, partial, and whole bank acquisitions by CenterState, South State, or one of their acquisition targets since 1/1/09<br>Source: S&P Global Market Intelligence<br>Assets and label position as of announcement; numbers in bubbles denote assets acquired<br>(1) Denotes direct acquisition for CenterState for which the target did not have any previous M&A history<br>LEADING SOUTHEAST CONSOLIDATOR<br>Toronto<br>Dominion<br>$18.6B<br>$4.2B<br>National<br>Commerce<br>$0.59B<br>$0.23B $0.24B<br>$0.44B<br>$0.15B<br>$0.33B<br>$0.08B<br>$0.29B<br>$1.6B<br>Charter Financial<br>$0.08B $0.36B $0.30B $0.38B $0.16B<br>$2.2B<br>HBCF<br>$0.26B $0.24B $0.32B<br>$0.22B<br>$0.24B<br>$0.10B $0.05B $0.17B $0.16B<br>$0.9B<br>Sunshine<br>$0.25B $0.06B $0.32B<br>$1.1B<br>First Southern<br>$0.15B $0.60B<br>$0.61B $0.88B<br>Gateway<br>Financial<br>Platinum<br>Bank<br>Hometown of<br>Homestead<br>$0.48B<br>Community Bank<br>of South Florida<br>$0.56B<br>Gulfstream<br>Bancshares<br>$0.40B<br>First Guaranty of<br>Jacksonville<br>$0.08B<br>Central Florida<br>State Bank<br>Federal Trust<br>Corporation<br>$0.16B<br>Independent<br>National<br>$0.07B<br>Community<br>National<br>Bank at<br>Bartow<br>$0.17B<br>Olde Cypress<br>Community<br>Bank<br>$0.22B<br>Ocala<br>National<br>Bank<br>(1)<br>$1.1B<br>Community<br>Bank & Trust<br>$1.1B<br>Habersham<br>Bank<br>$1.1B<br>BankMeridian<br>$0.55B<br>Peoples<br>Bancorporation $0.90B<br>Savannah Bancorp<br>$0.25B<br>$3.2B<br>First Financial<br>Holdings<br>$0.47B $0.49B<br>$0.01B<br>$0.01B<br>$1.8B<br>Southeastern Bank<br>Financial<br>Corporation<br>$3.2B<br>Park Sterling<br>Corporation<br>$0.64B $1.0B $0.33B $0.62B<br>$0.11B $0.34B $0.01B $0.33B<br>Commonwealth<br>Savingshares<br>$0.44B<br>Bank of America<br>Corporation<br>$16.6B<br>$3.8B<br>Atlantic Capital Bancshares,<br>Inc.<br>$1.1B<br>2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021<br>Chart Legend<br>Denotes direct acquisition by CenterState or South State<br>Denotes acquisition by CenterState or South State target<br>Denotes branch acquisitions<br>Denotes FDIC as selling party<br>5<br>$44B<br>Q4 ‘22
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M&A ACCELERATES TRANSITION FROM “BRICKS” TO “CLICKS”<br>85 Branches<br>Average Size $40M<br>422 Branches<br>Acquired Plus<br>12 DeNovo<br>Branches<br>268 Branches<br>Consolidated or<br>Sold<br>251 Branches<br>Average Size<br>$145M<br>Increased deposits per branch 3.6x from 2009 to 4Q22<br>85 434 268 251<br>2009 …..……………..………..……....…………………………….. 4Q 2022<br>6
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17.8%<br>13.7%12.8% 11.9%<br>8.9% 8.3%<br>6.0%<br>FL SC GA NC VA U.S. AL<br>Actual Population Growth<br>2010-2023<br>$10.1B<br>$12.2B<br>$1.7B<br>$1.7B<br>$6.9B<br>$11.0B<br>$0.7B<br>$0.5B<br>$6.2B<br>$6.5B<br>$2.7B<br>$2.0B<br>Loans<br>Deposits<br>POSITIONED FOR THE FUTURE IN THE BEST GROWTH MARKETS IN AMERICA<br>5.0%<br>4.3%<br>3.7% 3.7%<br>2.6% 2.1% 1.9%<br>FL SC GA NC VA U.S. AL<br>Projected Population Growth<br>2023-2028<br>Population<br>increase<br>(in millions) 3.3 0.6 1.2 1.1 0.7 25.8 0.3<br>1.0 0.2 0.4 0.4 0.2 7.2 0.1<br>Loans and deposits as of 12/31/22; excludes $1.9B of loans and $2.5B of deposits from internal accounts and national lines of business<br>Country GDP as of 2022; State GDP as of 4Q22<br>Sources: S&P Global, International Monetary Fund, US Bureau of Economic Analysis<br>Population<br>increase<br>(in millions)<br>7<br>$286<br>$305<br>$666<br>$752<br>$778<br>$1,437<br>AL<br>SC<br>VA<br>NC<br>GA<br>FL<br>GDP by State<br>($ in billions)<br>$3.2<br>$3.5<br>$4.0<br>$4.2<br>$4.3<br>$18.3<br>$25.0<br>UK<br>India<br>Germany<br>SSB Footprint<br>Japan<br>China<br>US<br>GDP<br>($ in trillions)<br>The combined GDP of<br>SouthState’s 6 state branch<br>footprint would represent the<br>world’s fourth largest economy.
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Source: U.S. Census Bureau<br>PANDEMIC ACCELERATES POPULATION MIGRATION TO THE SOUTH<br>Net Domestic Migration<br>in SouthState Footprint<br>Florida 622,476<br>North Carolina 211,867<br>South Carolina 165,948<br>Georgia 128,089<br>Alabama 65,355<br>Virginia -29,775<br>TOTAL 1,163,960<br>8
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9<br>BANKING INDUSTRY – IMPACT OF FEDERAL RESERVE MONETARY POLICY<br>Source: Federal Reserve; All Commercial Banks Year-over-Year Growth<br>$0T<br>$1T<br>$2T<br>$3T<br>$4T<br>$5T<br>$6T<br>$7T<br>$8T<br>$9T<br>-10%<br>-5%<br>0%<br>5%<br>10%<br>15%<br>20%<br>25%<br>2017 2018 2019 2020 2021 2022 2023<br>Loans<br>Deposits<br>COVID-19 Fed Balance Sheet
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DEPOSITS – DOUBLE DIGIT ANNUAL GROWTH<br>10<br>$25.4B<br>$30.7B<br>$35.1B<br>$36.4B<br> $20<br> $25<br> $30<br> $35<br> $40<br>2019* 2020 2021 2022<br>$ in billions<br>* The combined historical information referred to in this presentation as the “Combined Business Basis” presented is based on the reported GAAP results of the Company and CenterState for the applicable periods<br>without adjustments and the information included in this release has not been prepared in accordance with Article 11 of Regulation S-X, and therefore does not reflect any of the pro forma adjustments that would<br>be required thereby. All Combined Business Basis financial information should be reviewed in connection the historical information of the Company and CenterState, as applicable.<br>Annual growth includes ACBI balance post acquisition only 10
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LOAN PRODUCTION (1)<br>(1) Excludes loans held for sale and PPP; loan production indicates committed balance total<br>* The combined historical information referred to in this presentation as the “Combined Business Basis” presented is based on the reported GAAP results of the Company and CenterState for the applicable periods<br>without adjustments and the information included in this release has not been prepared in accordance with Article 11 of Regulation S-X, and therefore does not reflect any of the pro forma adjustments that would<br>be required thereby. All Combined Business Basis financial information should be reviewed in connection the historical information of the Company and CenterState, as applicable.<br> 1Q19 loan production excludes production from National Bank of Commerce (“NBC”); National Commerce Corporation, the holding company of NBC, was acquired by CenterState in 2Q 2019<br>$7.1B $6.6B<br>$10.0B<br>$13.1B<br>$4<br>$6<br>$8<br>$10<br>$12<br>$14<br>2019* 2020* 2021 2022<br>$ in billions<br>11
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LOAN GROWTH<br>12<br>$23.4B $22.7B<br>$23.7B<br>$30.2B<br> $20<br> $25<br> $30<br> $35<br>2019* 2020 2021 2022<br>$ in billions<br>* The combined historical information referred to in this presentation as the “Combined Business Basis” presented is based on the reported GAAP results of the Company and CenterState for the applicable periods<br>without adjustments and the information included in this release has not been prepared in accordance with Article 11 of Regulation S-X, and therefore does not reflect any of the pro forma adjustments that would<br>be required thereby. All Combined Business Basis financial information should be reviewed in connection the historical information of the Company and CenterState, as applicable.<br>Excludes loans held for sale and PPP loans; annual growth includes ACBI balance post acquisition only<br>12
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ADJUSTED EARNINGS PER SHARE GROWTH, DILUTED<br>13<br>$5.63<br>$5.12<br>$7.58<br>$7.10<br>$4<br>$5<br>$6<br>$7<br>$8<br>2019 2020 2021 2022<br>Adjusted figures above exclude the impact of securities gains or losses, merger and branch consolidation related expense, FHLB Advances prepayment penalty, initial provision for credit losses on non-PCD loans and<br>unfunded commitments, income tax benefit related to the carryback of tax losses under the CARES Act, swap termination expense, pension plan termination expense, extinguishment of debt cost and an adjustment<br>for the deferred tax asset revaluation - See reconciliation of GAAP to Non-GAAP measures in Appendix<br>13
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$23.4<br>$281.1<br>($165.3)<br>$81.9<br>$15.6 $5.0 $3.1 $4.2<br>-$200<br>-$100<br>$0<br>$100<br>$200<br>$300<br>2019* 2020* 2021 2022<br>$ in millions<br>Provision (Recovery) for Credit Losses Net Charge-Offs<br>14<br>STEADY ASSET QUALITY DESPITE VOLATILE CECL PROVISIONS<br>* The combined historical information referred to in this presentation as the “Combined Business Basis” presented is based on the reported GAAP results of the Company and CenterState for the applicable periods<br>without adjustments and the information included in this release has not been prepared in accordance with Article 11 of Regulation S-X, and therefore does not reflect any of the pro forma adjustments that would<br>be required thereby. All Combined Business Basis financial information should be reviewed in connection the historical information of the Company and CenterState, as applicable.<br>14<br> Only $12.3 million of net charge-offs<br>during last 3 years<br> Loan Loss Provisions swings (positive<br>and negative) totaled $528 million<br>over the same period<br>Volatility of Provisions
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PPNR PER SHARE GROWTH, DILUTED<br>15<br>$7.32<br>$8.44<br>$7.31<br>$9.92<br>$5<br>$6<br>$7<br>$8<br>$9<br>$10<br>2019 2020 2021 2022<br>Adjusted PPNR per weighted average diluted share; this is a Non-GAAP financial measure that excludes the impact of merger and branch consolidation related expense and gain on sale of securities - See<br>reconciliation of GAAP to Non-GAAP measures in Appendix.<br>15
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-5% -9%<br>-19% -24%<br>-33%<br>-35%<br>-30%<br>-25%<br>-20%<br>-15%<br>-10%<br>-5%<br>0%<br>SSB Regional<br>Banks (KRX)<br>S&P 500 Big Banks<br>(BKX)<br>NASDAQ<br>2022 STOCK PERFORMANCE VS. INDEXES<br>16
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INVESTMENT THESIS<br>• High growth markets<br>• Scale and digital evolution to compete with the largest banks<br>• Granular, low-cost relationship deposits<br>• Entrepreneurial ownership culture<br>17
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Appendix
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NON - GAAP RECONCILIATIONS – ADJUSTED NET INCOME & ADJUSTED<br>EARNINGS PER SHARE (“EPS”)<br>Dollars in thousands, except for per share data<br>19<br>Adjusted Net Income<br>2019 2020 2021 2022<br>Net income (GAAP) $ 186,483 $ 120,632 $ 475,543 $ 496,049<br>Plus:<br>Securities gains, net of tax (2,173) (41) (81) (24)<br>PCL - NonPCD loans and UFC, net of tax — 92,212 — 13,492<br>Merger and branch consolidation related expense, net of tax 3,701 68,369 52,740 24,163<br>Swap termination expense, net of tax — 31,784 — —<br>FHLB prepayment penalty, net of tax 107 200 — —<br>Benefit for income taxes - carryback tax loss — (31,468) — —<br>Pension plan termination expense, net of tax 7,641 — — —<br>Extinguishment of debt cost, net of tax — — 9,081 —<br>Adjusted Net Income (Non-GAAP) $ 195,759 $ 281,688 $ 537,283 $ 533,680<br>Adjusted EPS<br>2019 2020 2021 2022<br>Diluted weighted-average common shares 34,797 55,063 70,889 75,181<br>Adjusted net income (non-GAAP) $ 195,759 $ 281,688 $ 537,283 $ 533,680<br>Adjusted EPS, Diluted (Non-GAAP) $ 5.63 $ 5.12 $ 7.58 $ 7.10
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Dollars in thousands, except for per share data<br>20<br>NON - GAAP RECONCILIATIONS – PPNR, ADJUSTED, PPNR/WEIGHTED AVG. CS<br>2019 2020 2021 2022<br>Net interest income (GAAP) $ 504,275 $ 826,465 $ 1,033,175 $ 1,335,671<br>Plus:<br>Noninterest income 143,565 311,140 354,252 309,247<br>Less:<br>Gain on sale of securities 2,711 50 102 30<br>Total revenue, adjusted (non-GAAP) $ 645,129 $ 1,137,555 $ 1,387,325 $ 1,644,888<br>Less:<br>Noninterest expense 404,638 797,644 948,421 929,701<br>PPNR (Non-GAAP) $ 240,491 $ 339,911 $ 438,904 $ 715,187<br>Plus:<br>Total adjustments $ 14,212 $ 124,948 $ 78,948 $ 30,888<br>PPNR, Adjusted (Non-GAAP) $ 254,703 $ 464,859 $ 517,852 $ 746,075<br>Weighted average common shares outstanding, diluted 34,797 55,063 70,889 75,181<br>PPNR, Adjusted per Weighted Avg. Common Shares<br>Outstanding, Diluted (Non-GAAP) $ 7.32 $ 8.44 $ 7.31 $ 9.92<br>PPNR, Adjusted & PPNR, Adjusted per Weighted Avg. Common Shares Oustanding, Diluted (Non-GAAP)
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