MATTHEWS WILLIAM E V 4

What Happened
William E.V. Matthews, Chief Financial Officer of SouthState Bank Corp (SSB), received 7,806 common shares on February 20, 2026 upon vesting/conversion of Performance Share Units (PSUs). To satisfy the tax withholding obligation, 3,680 of those shares were withheld (disposed) at a per-share value of $105.44, representing $388,019. Net shares retained from the award: 4,126 (approx. $435,045 at $105.44/share).

Key Details

• Transaction date: 2026-02-20; Form 4 filed 2026-02-23 (timely filing).
• Award/conversion: 7,806 shares acquired (derivative conversion/exercise, code M) at $0.00 exercise price — these were PSUs vesting after the 3-year performance period ending 12/31/2025 (Footnote F1).
• Tax withholding: 3,680 shares withheld/disposed (code F) at $105.44/share = $388,019 (Footnote F2). This withholding was to satisfy tax liability on the issued shares.
• Shares owned after the transaction: not specified in the filing; net shares retained from this award = 4,126.

Context

• These were PSUs that vested and converted to common stock (not a cash purchase). The withholding of shares to cover taxes is a routine administrative step (not an open-market sale) and is reported as a disposal only for tax payment purposes.
• The filing lists standard footnotes confirming the award date (1/24/2023) and the withholding treatment under Rule 16(b)-3. No 10b5-1 plan or gift is indicated.