Initial Statement of Beneficial Ownership (3)
June 12 2020 - 5:55PM
Edgar (US Regulatory)
FORM 3
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0104
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
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ARANA SARA |
2. Date of Event Requiring Statement (MM/DD/YYYY)
6/7/2020
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3. Issuer Name and Ticker or Trading Symbol
SOUTH STATE Corp [SSB]
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(Last)
(First)
(Middle)
1101 FIRST STREET SOUTH, SUITE 202 |
4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
_____ Director _____ 10% Owner ___X___ Officer (give title below) _____ Other (specify below) Chief Accounting Officer / |
(Street)
WINTER HAVEN, FL 33880
(City)
(State)
(Zip)
| 5. If Amendment, Date Original Filed(MM/DD/YYYY)
| 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Beneficially Owned
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1.Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
Common Stock | 5495.00 (1) | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 4) | 2. Date Exercisable and Expiration Date (MM/DD/YYYY) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) |
Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Restricted Share Units | (2) | (2) | Common Stock | 120.00 | (2) | D | |
Restricted Share Units | (2) | (2) | Common Stock | 390.00 | (2) | D | |
Explanation of Responses: |
(1) | Acquired in connection with the Agreement and Plan of Merger, dated as of January 25, 2020 (the "Merger Agreement"), by and between South State Corporation ("South State") and CenterState Bank Corporation, pursuant to which CenterState merged with and into South State (the "Merger") on June 7, 2020 (the "Closing Date"). Pursuant to the Merger Agreement, each share of CenterState common stock issued and outstanding immediately prior to the effective time of the Merger (the "Effective Time") (other than certain shares held by South State or CenterState) was converted into the right to receive 0.3001 shares (the "Exchange Ratio") of South State common stock. The closing price of South State common stock on NASDAQ on the Closing Date was $60.27. |
(2) | Pursuant to the Merger Agreement, at the Effective Time, each outstanding CenterState restricted stock award was converted into a South State restricted stock award, with the number of underlying shares of South State common stock adjusted based on the Exchange Ratio. The converted CenterState restricted stock awards otherwise remain subject to the same terms and conditions as applied immediately prior to the Effective Time. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
ARANA SARA 1101 FIRST STREET SOUTH, SUITE 202 WINTER HAVEN, FL 33880 |
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| Chief Accounting Officer |
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Signatures
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William E. Matthews, V, CFO, pursuant to power of attorney | | 6/12/2020 |
**Signature of Reporting Person | Date |
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