SouthState to acquire Independent Bank Group in all-stock merger; IBTX shareholders to get 0.60 SSB shares each

SouthState Bank Corp

Each IBTX share converted into 0.60 SouthState shares; fractional shares paid in cash.
Termination fee: IBTX pays $60.9M to SSB; SSB pays $186M to IBTX under certain conditions.
IBTX directors and Vincent J. Viola (13.2% of IBTX shares) sign support agreements to vote for deal.
IBTX CEO David Brooks to receive $12.8M severance plus $5M transaction bonus; will join SouthState board until 2027.
Deal subject to shareholder approvals, regulatory consents, and other customary conditions.

item 1.01 item 5.02 item 7.01 item 9.01

Executive movements

Machine-extracted from this filing. Every card cites the SEC source. See all recent executive movements.

Appointed

David Brooks

member of the board of directors

SSB · SouthState Bank Corp

Filed: May 20, 2024, 7:59 PM ET

SouthState entered into a transition agreement with Mr. David Brooks setting forth the terms of his service as a member of the board of directors of SouthState for a period from the effective time of the Merger until the date of SouthState’s annual meeting of shareholders expected to be held in April 2027

Key facts

Extracted from this filing and checked against the source text.

Executive change SEC 8-K Item 5.02 confidence 0.95

David Brooks was appointed as member of the board of directors at SouthState Bank Corp.

Action: appointed
Role: member of the board of directors

Exact text from the filing

SouthState entered into a transition agreement with Mr. David Brooks setting forth the terms of his service as a member of the board of directors of SouthState for a period from the effective time of the Merger until the date of SouthState’s annual meeting of shareholders expected to be held in April 2027

View on SEC.gov

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

SouthState Bank Corp entered into Agreement and Plan of Merger with Independent Bank Group, Inc. (effective 2024-05-17).

Action: entry
Agreement: merger
Counterparty: Independent Bank Group, Inc.
Effective: 2024-05-17

Exact text from the filing

On May 17, 2024, SouthState Corporation, a South Carolina corporation (“SouthState”), entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Independent Bank Group, Inc., a Texas corporation (“IBTX”).

View on SEC.gov

291 material agreements filed in the last 30 days. Browse all material agreements →

SouthState Bank Corp filing history →

Source: SEC EDGAR

accession 0001558370-24-008442

view filing index on sec.gov

view primary document

Machine-readable: JSON · Markdown · Plain text

This headline and bullets were generated automatically by deepseek-v4-flash:cloud@v2 from the public filing. Read the source on SEC.gov before relying on any specific claim. Not investment advice. See methodology for how this pipeline works.