---
schema_version: "secwatch.filing_event.v1"
accession: "0001558370-24-008442"
form_type: "8-K"
ticker: "SSB"
cik: "0000764038"
company_name: "SouthState Bank Corp"
filed_at: "2024-05-20T23:59:59+00:00"
generated_at: "2026-06-01T13:45:28.919635+00:00"
event_type: "m_and_a"
sentiment: "neutral"
materiality_score: 0.9
calibrated_materiality_score: 0.9
confidence: "high"
source: SEC EDGAR
---

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

## Summary
- 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.

## SEC filing metadata
- accession: 0001558370-24-008442
- form_type: 8-K
- ticker: SSB
- cik: 0000764038
- company_name: SouthState Bank Corp
- filed_at: 2024-05-20T23:59:59+00:00
- event_type: m_and_a
- sentiment: neutral
- materiality_score: 0.9
- calibrated_materiality_score: 0.9
- confidence: high
- sec_items: 1.01, 5.02, 7.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/764038/000155837024008442/0001558370-24-008442-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/764038/000155837024008442/ssb-20240517x8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001558370-24-008442
- JSON: https://secwatch.observer/filing/0001558370-24-008442.json
- Plain text: https://secwatch.observer/filing/0001558370-24-008442.txt

## Key facts
- Executive change
  David Brooks was appointed as member of the board of directors at SouthState Bank Corp.
  - Action: appointed
  - Role: member of the board of directors
  source text: 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
  evidence_url: https://www.sec.gov/Archives/edgar/data/764038/000155837024008442/0001558370-24-008442-index.htm
- Material Agreements
  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
  source text: 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”).
  evidence_url: https://www.sec.gov/Archives/edgar/data/764038/000155837024008442/0001558370-24-008442-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.