Avg. | Value of Initial Fixed $100 | Adjusted | ||||||
Avg. SCT | Compensation | Investment Based on: | Net Income | PPNR less | ||||
SCT Total | Compensation | Total for | Actually Paid | (Loss) | NCOs | |||
for CEO | Actually Paid | Non-PEO | to Non-PEO | Company | Peer Group | ($ in millions) | ($ in millions) | |
Year (1) | (2) | to CEO (3) (4) | NEOs | NEOs (3) (5) | TSR (6) | TSR (7) | (8) | (9) |
2025 | $7,628,421 | $8,271,053 | $2,625,897 | $2,767,525 | 147 | 153 | $799 | 1,217 |
2024 | $6,221,068 | $7,706,856 | $2,086,942 | $2,453,382 | 131 | 131 | $535 | 722 |
2023 | $5,166,659 | $6,000,069 | $2,784,360 | $2,855,622 | 108 | 116 | $494 | 758 |
2022 | $5,374,483 | $6,398,334 | $2,490,730 | $2,832,485 | 95 | 116 | $496 | 742 |
2021 | $5,311,551 | $6,003,122 | $3,067,288 | $3,411,157 | 97 | 125 | $476 | 515 |
| (1) | The Pay Versus Performance table reflects required disclosures for fiscal years 2025, 2024, 2023, 2022, and 2021. |
| (2) | Amounts reported in these columns represent (i) the total compensation reported in the Summary Compensation Table (“SCT”) for the applicable year in the case of our PEO, Mr. Corbett, and (ii) the average of the total compensation reported in the SCT for the applicable year for our Non-PEO NEOs. |
| (3) | The Compensation Actually Paid (“CAP”) for each year was calculated beginning with the applicable Summary Compensation Table (“SCT”) total as set forth on page 51, less the amounts reported in the SCT for stock-based awards (RSUs and PSUs), plus the fair value as of the end of the covered fiscal year of all awards granted during the fiscal year that are outstanding and unvested as of the fiscal year-end, plus the amount equal to the change in fair value as of the end of the covered fiscal year, whether positive or negative, of any awards granted in any prior fiscal year that are outstanding and unvested as of the end of the covered fiscal year; and adding the dollar value of any dividends or other earnings paid on awards in the covered fiscal year prior to the vesting date that are not otherwise included in another component of total compensation for such fiscal year, plus an amount equal to the change in fair value as of the vesting date, whether positive or negative, of any award granted in any prior fiscal year for which all applicable vesting conditions were satisfied at the end of or during the covered fiscal year. |
| (4) | Amounts reported in these columns represent the CAP for the applicable year in the case of our PEO, Mr. Corbett. Adjustments were made to the amounts reported in the SCT for the applicable year. A reconciliation of the adjustments made to the 2025 SCT amounts to calculate CAP for our PEO and for the average of the Non-PEO NEOs is set forth in the following table. For purposes of the table, “EOY” means End of Year, and “BOY” means Beginning of Year. |
2025 | SCT Reported Total | Less: SCT Reported Stock Award Value | Plus (Less): Fair Value of Equity Awards Granted During Fiscal Year Outstanding and Unvested at EOY | Plus (Less) Change from BOY to EOY in Fair Value of Awards Granted in any Prior Fiscal Year that are Outstanding and Unvested at EOY | Plus (Less) Change in Fair Value from BOY to Vesting Date of Awards Granted in Any Prior Fiscal Year that Vested During the Fiscal Year | Value of Dividends or Other Earnings Paid on Stock or Option Awards not Otherwise Reflected in Fair Value or Total Compensation | Compensation Actually Paid |
PEO | $7,628,421 | $3,051,216 | $2,845,886 | -$316,927 | $961,379 | $203,508 | $8,271,053 |
Average Non-PEO NEOs | $2,625,897 | $840,548 | $783,983 | -$75,848 | $223,100 | $50,940 | $2,767,525 |
| (5) | Each of the three fiscal years presented includes the average SCT totals of the non-PEO NEOs as applicable in each reporting year. Fiscal years 2025 and 2024 include Messrs. Matthews, Murray and Young, and Ms. Brooks. Fiscal year 2023 includes Messrs. Hill, Matthews, Murray and Young, and Ms. Brooks. Fiscal year 2022 includes Messrs. Hill, Matthews, Williams, and Young. Fiscal year 2021 includes Messrs. Hill, Matthews and Young, and Ms. Brooks. |
| (6) | This amount represents the cumulative TSR based on an initial fixed $100 investment in SouthState common stock for the measurement periods beginning on December 31, 2020, and ending on December 31 of each of 2025, 2024, 2023, 2022, and 2021, respectively, assuming in each case reinvestment of all dividends, calculated in accordance with Item 201(e) of the Regulation S-K. TSR is calculated by dividing the difference between the price of the Company’s common stock at the end and the beginning of the measurement period by the price of the Company’s common stock at the beginning of the measurement period. |
| (7) | The peer group for purposes of this table is the KBW Nasdaq Regional Banking Index (“KRX”), which is the same peer group disclosed in the Company’s Annual Report on Form 10-K. |
| (8) | This amount represents the Company’s GAAP Net Income (Loss) Attributable to SouthState (in millions) as disclosed in SouthState’s Annual Reports on Form 10-K for each applicable fiscal year-end 2025, 2024, 2023, 2022, and 2021. |
| (9) | Adjusted PPNR less Net Charge-Offs has been selected as the Company Selected Measure because the Company believes it is the most important measure linked to compensation actually paid, has a close association with the Company’s share price and TSR, and has been and is expected to continue to be a performance metric that is important to the Company and our stockholders. Adjusted PPNR is a non-GAAP financial measure that equals net income before income tax and provision (recovery) for credit losses (including unfunded commitments) and excludes the impact of merger, branch consolidation, severance-related, and other expense, gains or losses on AFS securities and other one-time adjustments such as FDIC special assessment, gain on sale leaseback, net of transaction costs and tax, all net of tax, deferred tax asset remeasurement, and loan charge-offs, net of recoveries, recorded during the measurement period. See reconciliation of GAAP to Non-GAAP measures in Appendix A. |
| (2) | Amounts reported in these columns represent (i) the total compensation reported in the Summary Compensation Table (“SCT”) for the applicable year in the case of our PEO, Mr. Corbett, and (ii) the average of the total compensation reported in the SCT for the applicable year for our Non-PEO NEOs. |
| (5) | Each of the three fiscal years presented includes the average SCT totals of the non-PEO NEOs as applicable in each reporting year. Fiscal years 2025 and 2024 include Messrs. Matthews, Murray and Young, and Ms. Brooks. Fiscal year 2023 includes Messrs. Hill, Matthews, Murray and Young, and Ms. Brooks. Fiscal year 2022 includes Messrs. Hill, Matthews, Williams, and Young. Fiscal year 2021 includes Messrs. Hill, Matthews and Young, and Ms. Brooks. |
| (7) | The peer group for purposes of this table is the KBW Nasdaq Regional Banking Index (“KRX”), which is the same peer group disclosed in the Company’s Annual Report on Form 10-K. |
| (4) | Amounts reported in these columns represent the CAP for the applicable year in the case of our PEO, Mr. Corbett. Adjustments were made to the amounts reported in the SCT for the applicable year. A reconciliation of the adjustments made to the 2025 SCT amounts to calculate CAP for our PEO and for the average of the Non-PEO NEOs is set forth in the following table. For purposes of the table, “EOY” means End of Year, and “BOY” means Beginning of Year. |
2025 | SCT Reported Total | Less: SCT Reported Stock Award Value | Plus (Less): Fair Value of Equity Awards Granted During Fiscal Year Outstanding and Unvested at EOY | Plus (Less) Change from BOY to EOY in Fair Value of Awards Granted in any Prior Fiscal Year that are Outstanding and Unvested at EOY | Plus (Less) Change in Fair Value from BOY to Vesting Date of Awards Granted in Any Prior Fiscal Year that Vested During the Fiscal Year | Value of Dividends or Other Earnings Paid on Stock or Option Awards not Otherwise Reflected in Fair Value or Total Compensation | Compensation Actually Paid |
PEO | $7,628,421 | $3,051,216 | $2,845,886 | -$316,927 | $961,379 | $203,508 | $8,271,053 |
Average Non-PEO NEOs | $2,625,897 | $840,548 | $783,983 | -$75,848 | $223,100 | $50,940 | $2,767,525 |
| (4) | Amounts reported in these columns represent the CAP for the applicable year in the case of our PEO, Mr. Corbett. Adjustments were made to the amounts reported in the SCT for the applicable year. A reconciliation of the adjustments made to the 2025 SCT amounts to calculate CAP for our PEO and for the average of the Non-PEO NEOs is set forth in the following table. For purposes of the table, “EOY” means End of Year, and “BOY” means Beginning of Year. |
2025 | SCT Reported Total | Less: SCT Reported Stock Award Value | Plus (Less): Fair Value of Equity Awards Granted During Fiscal Year Outstanding and Unvested at EOY | Plus (Less) Change from BOY to EOY in Fair Value of Awards Granted in any Prior Fiscal Year that are Outstanding and Unvested at EOY | Plus (Less) Change in Fair Value from BOY to Vesting Date of Awards Granted in Any Prior Fiscal Year that Vested During the Fiscal Year | Value of Dividends or Other Earnings Paid on Stock or Option Awards not Otherwise Reflected in Fair Value or Total Compensation | Compensation Actually Paid |
PEO | $7,628,421 | $3,051,216 | $2,845,886 | -$316,927 | $961,379 | $203,508 | $8,271,053 |
Average Non-PEO NEOs | $2,625,897 | $840,548 | $783,983 | -$75,848 | $223,100 | $50,940 | $2,767,525 |
The following table sets forth an unranked list of the performance measures which we view as the “most important” measures for linking our NEOs’ compensation to performance:
Most Important Performance Measures (unranked) |
Adjusted PPNR less NCOs |
Tangible Book Value/Share |
Return on Average Tangible Common Equity |
SouthState's Share Price |
| (9) | Adjusted PPNR less Net Charge-Offs has been selected as the Company Selected Measure because the Company believes it is the most important measure linked to compensation actually paid, has a close association with the Company’s share price and TSR, and has been and is expected to continue to be a performance metric that is important to the Company and our stockholders. Adjusted PPNR is a non-GAAP financial measure that equals net income before income tax and provision (recovery) for credit losses (including unfunded commitments) and excludes the impact of merger, branch consolidation, severance-related, and other expense, gains or losses on AFS securities and other one-time adjustments such as FDIC special assessment, gain on sale leaseback, net of transaction costs and tax, all net of tax, deferred tax asset remeasurement, and loan charge-offs, net of recoveries, recorded during the measurement period. See reconciliation of GAAP to Non-GAAP measures in Appendix A. |