About SouthState

SouthState Corporation operates as a financial holding company. The company provides a wide range of banking services and products to its customers through its wholly owned bank subsidiary, SouthState Bank, National Association (the ‘bank’), a national banking association, from its headquarters branch in Winter Haven, Florida. As of December 31, 2022, a branch network located throughout Florida, South Carolina, Alabama, Georgia, North Carolina, and Virginia. In addition, the company operates SSB Insurance Corp., a captive insurance subsidiary pursuant to Section 831(b) of the U.S. Tax Code. Through the bank, the company operates a correspondent banking and capital markets service division for over 1,190 small and medium sized community financial institutions throughout the United States. Based primarily in Atlanta, Georgia and Birmingham, Alabama, this division earns commissions on fixed income security sales, fees from hedging services, loan brokerage fees and consulting fees for services related to these activities. The bank operates SouthState|Duncan-Williams Securities Corp. (SouthState|DuncanWilliams), a full-service broker dealer headquartered in Memphis, Tennessee, which it acquired in February 2021. SouthState|DuncanWilliams was integrated into the company’s correspondent division due to the complementary nature of its capital markets business. The bank also operates SouthState Advisory, Inc., a wholly owned registered investment advisor, which offers support to the bank’s Wealth line of business. The bank also owns CBI Holding Company, LLC (CBI), which in turn owns Corporate Billing, LLC (Corporate Billing), a transaction-based finance company headquartered in Decatur, Alabama that provides factoring, invoicing, collection and accounts receivable management services to transportation companies and automotive parts and service providers nationwide. Products and Services Lending Activities The company’s loan portfolio includes commercial real estate loans, residential real estate loans, commercial and industrial loans, and consumer loans. Commercial Real Estate Loans: As of December 31, 2022, 57% of the company’s loan portfolio consisted of loans secured by commercial real estate (including owner occupied and non-owner occupied commercial real estate, other income producing property and construction and land development lending). The company offers construction financing, acquisition financing or refinancing of properties, commercial lines of credit and other loans that are secured by commercial real estate. Residential Real Estate Loans: As of December 31, 2022, 21% of the company’s loan portfolio consisted of residential real estate loans, including home equity loans. The company provides one-to-four family residential real estate loans with terms ranging from 10 to 30 years, with either fixed or adjustable interest rates and home equity lines. It is not its normal business practice to originate subprime loans. The company’s closed-end first lien loans are for purposes of property purchased, or for refinancing existing loans. The majority of its loans are owner occupied, full documentation loans. Commercial and Industrial Loans (C&I): As of December 31, 2022, 18% of the company’s loan portfolio consisted of commercial and industrial loans. The company’s C&I loans include lines of credit, acquisition finance credit facilities and other types of commercial credit, and typically have maturities of five years or less. The company also has a SBA 7(a) line of business whereby it routinely sells the government guaranteed portion of the SBA loans to investors with the unguaranteed portion of the loan and the servicing rights retained. Other Consumer Loans: As of December 31, 2022, 4% of the company’s loan portfolio consisted of other types of consumer loans. The company offers consumer loans to its customers for personal, family and household purposes, including auto, boat and personal installment loans. The company has a strong team of consumer and commercial bankers to execute on its client-centered, relationship-driven banking model. The company’s commercial banking team consists of experienced professionals that use an advisory approach that emphasizes understanding each client’s business and offering a broad suite of loan, deposit and treasury management products and services. The company’s consumer banking team consists of experienced professionals that focus on knowing their individual clients in order to best meet their financial needs, offering a full complement of loan, deposit and online banking solutions. The company generally does business with clients located in the areas served by its branches. The company focuses its marketing efforts on these areas. Deposit Products, Treasury Services and Other Funding Sources The company offers its customers a variety of deposit products and services, including checking accounts, savings accounts, money market accounts, other deposit accounts and treasury and merchant services, through multiple channels, including its extensive network of full-service branches, as of December 31, 2022, and the company’s online, mobile and telephone banking platforms. As of December 31, 2022, the company’s deposit portfolio was consisted of 36% noninterest-bearing deposits and 64% interest bearing deposits. The company intends to continue its efforts to provide funding for its business from customer relationship deposits. The company’s deposits are primarily obtained from depositors located around its branch footprint, and the company has attractive opportunities to capture additional retail and commercial deposits in its markets. In order to attract and retain deposits, the company relies on providing quality service, offering a suite of retail and commercial products and services and introducing new products and services that meet its customers’ needs as they evolve. In addition to traditional banking activities and the other products and services specified above, the company provides a broad array of financial services to its customers, including debit card and mobile services, funds transfer products and services, and treasury management services, including merchant services, automated clearing house services, lock-box services, remote deposit capture services, and other treasury services. Correspondent Banking The company operates a correspondent banking and capital markets business through its correspondent division of the bank and through SouthState|DuncanWilliams, the bank’s broker dealer subsidiary acquired in February 2021. Its primary revenue generating activities are related to the capital markets division, which includes commissions earned on fixed income security sales, fees from hedging services, loan brokerage fees and consulting fees for services related to these activities. Income generated related to the correspondent banking services includes spread income earned on correspondent bank deposits (i.e. federal funds purchased) and fees generated from safe-keeping activities, bond accounting services, asset/liability consulting services, international wires, clearing and corporate checking account services and other correspondent banking related services. The fees derived from the correspondent banking services are less volatile than those generated through the capital markets group. The customer base includes small to medium size financial institutions located throughout the United States. Wealth Management Through the bank and SouthState Advisory, Inc., the company offers wealth management and other fiduciary and private banking services targeted to affluent clients, including individuals, business owners, families and professional service companies. In addition to fiduciary and investment management fee income, these services enable the company to build new relationships and expand existing relationships to grow its deposits and loans. Through its wealth management line of business, the company offers financial planning, retirement services and trust and investment management for affluent clients, as well as clients with more modest resources. The company offers a wide range of investment alternatives, including certificates of deposits, mutual funds, annuities, individual retirement accounts, money market accounts and other financial products. Mortgage Banking The company has a mortgage line of business that originates single-family home loans and either sells or holds in its portfolio those mortgages into the secondary market. The company retains servicing rights for those loans it holds in its portfolio and for the majority of the loans that are sold. Investment Securities As of December 31, 2022, the company’s investment securities included U.S. Treasuries, U.S. Government agencies, residential mortgage-backed securities issued by U.S. government agencies or sponsored enterprises, residential collateralized mortgage-obligations issued by U.S. government agencies or sponsored enterprises, commercial mortgage-backed securities issued by U.S. government agencies or sponsored enterprises, state and municipal obligations, Small Business Administration loan-backed securities, and corporate securities. Supervision and Regulation The company is registered as a bank holding company with the Federal Reserve under the Bank Holding Company Act of 1956 (the ‘BHC Act’) and has elected to be a financial holding company. As a financial holding company, the company is subject to comprehensive regulation, examination and supervision by the Federal Reserve and is subject to its regulatory reporting requirements. The company is also subject to the disclosure and regulatory requirements of the Securities Act of 1933, as amended, and the Securities Exchange Act of 1934, as amended, both as administered by the United States Securities and Exchange Commission (SEC), as well as the rules of Nasdaq that apply to companies with securities listed on the Nasdaq Stock Exchange. The company and the bank must each remain ‘well-capitalized’ and ‘well-managed’ and the bank must receive a Community Reinvestment Act (CRA) rating of at least ‘Satisfactory’ at its most recent examination in order for the company to maintain its status as a financial holding company. Under the federal Change in Bank Control Act and the regulations thereunder, a person or group must give advance notice to the Federal Reserve before acquiring control of any bank holding company, such as the company, and the Office of the Comptroller of the Currency (OCC) before acquiring control of any national bank, such as the bank. The bank is a national bank subject to comprehensive regulation, examination and supervision by the OCC and is subject to its regulatory reporting requirements. The deposits of the bank are insured by the FDIC, and accordingly, the bank is also subject to certain FDIC regulations and the FDIC has backup examination authority and some enforcement powers over the bank. The bank also is subject to certain Federal Reserve regulations. The company is also supervised and examined by the Consumer Financial Protection Bureau (CFPB) with respect to consumer protection laws and regulations. The CFPB has promulgated many mortgage-related final rules, including rules related to the ability to repay and qualified mortgage standards, mortgage servicing standards, loan originator compensation standards, high-cost mortgage requirements, Home Mortgage Disclosure Act requirements and appraisal and escrow standards for higher priced mortgages. In addition, several proposed revisions to mortgage-related rules are pending finalization. The mortgage-related final rules issued by the CFPB have materially restructured the origination, servicing and securitization of residential mortgages in the United States. These rules have impacted the business practices of mortgage lenders, including the company. The Bank Secrecy Act, the USA PATRIOT Act of 2001, and other laws and regulations require financial institutions, among other duties, to institute and maintain an effective anti-money laundering (AML) program and file suspicious activity and currency transaction reports when appropriate. Among other things, these laws and regulations require the bank to take steps to prevent the use of the bank to facilitate the flow of illegal or illicit money, to report large currency transactions and to file suspicious activity reports. Various federal, state and local laws, rules, regulations and standards contain extensive data privacy and cybersecurity provisions, and the regulatory framework for data privacy and cybersecurity is in considerable flux and rapidly evolving. For example, current federal law, including the Gramm-Leach-Bliley Act, requires financial institutions to, among other things, periodically disclose their privacy policies and practices relating to sharing such information and enables retail customers to opt out of the company’s ability to share information with unaffiliated third parties under certain circumstances. The bank is also subject to rules and regulations issued by the Federal Trade Commission, which regulates unfair or deceptive acts or practices, including with respect to data privacy and cybersecurity. Additionally, like other lenders, the bank uses credit bureau data in its underwriting activities. Similar laws have been adopted by other states where the company does business or collects personal information, such as the Virginia Consumer Data Protection Act that grants consumers certain rights over their personal data. History The company was founded in 1933. It was incorporated in 1985 under the laws of South Carolina. The company was formerly known as First Financial Holdings, Inc. and changed its name to South State Corporation in 2014.