SouthState Bank Corp Debt Disclosure

Note 10—Other Borrowings

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The Company’s other borrowings were as follows:

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(1) All of the junior subordinated debt above is adjustable rate based on three-month CME SOFR plus a spread adjustment ranging from 140 basis points to 325 basis points.

(2) The $200 million in Notes bear interest at a fixed rate of 5.75% per year, to, but excluding, June 1, 2025. On June 1, 2025, the Notes convert to a floating rate equal to SOFR plus 562 basis points. The Notes may be redeemed by the Company after June 1, 2025. The balance in the table above was net of debt issuance costs. These notes were redeemed by the Company on September 1, 2025.

(3) The Notes bear interest at a fixed rate of 5.50% per year, to, and excluding, September 1, 2025. On September 1, 2025, the Notes convert to a floating rate equal to three-month LIBOR plus 536 basis points. The Notes may be redeemed by the Company on or after September 1, 2025. These notes were acquired in the Atlantic Capital Bancshares, Inc. (“ACBI”) acquisition on March 1, 2022 and were net of the fair value discount noted in the table above. These notes were redeemed on September 1, 2025.

(4) The Notes bear interest at a fixed rate of 4.00% per year, to, and excluding, September 15, 2025. On September 15, 2025, the Notes convert to a floating rate equal to three-month LIBOR plus 388.5 basis points. The Notes may be redeemed by the Company on or after September 15, 2025. These notes were acquired in the Independent acquisition on January 1, 2025 and were redeemed on September 15, 2025.

(5) The Notes bear interest at a fixed rate of 7.00% per year, to, but excluding, June 13, 2030. On June 13, 2030, the Notes convert to a floating rate equal to SOFR plus 319 basis points. The Notes may be redeemed by the Company after June 13, 2030. The balance in the table above is net of debt issuance costs.

(6) The Notes bear interest at a fixed rate of 8.375% per year, from, and excluding, August 15, 2029. On August 15, 2029, the Notes convert to a floating rate equal to three-month LIBOR plus 460.5 basis points. The Notes may be redeemed by the Company on or after August 15, 2029. These notes were acquired in the Independent acquisition on January 1, 2025 and are net of the fair value discount noted in the table above.

(7) The weighted average interest rate calculation does not include the effects of fair value marks and debt issuance costs.

FHLB, FRB and AFX Borrowings

The Company has from time-to-time entered into borrowing agreements with the FHLB and FRB. Borrowings under these agreements are collateralized by stock in the FHLB, qualifying first and second mortgage residential loans, investment securities, and commercial real estate loans under a blanket-floating lien.

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As of December 31, 2025 and 2024, there were no outstanding short-term borrowings. For the years ended December 31, 2025 and 2024, the average balance for short-term borrowings were $14.7 million and $179.2 million, respectively, and consisted of borrowing from the FHLB, FRB Discount Window, AFX and US Bank line of credit. The year-to-date weighted average cost for the years ended December 31, 2025 and 2024 was 4.40% and 5.55%, respectively. Net eligible loans of the Company pledged via a blanket lien to the FHLB for advances and letters of credit at December 31, 2025, were approximately $8.7 billion (collateral value of $5.6 billion) and investment securities and cash pledged were approximately $216.7 million (collateral value of $155.0 million). This allows the Company a total borrowing capacity at the FHLB of approximately $5.7 billion. After accounting for the secured collateral required totaling $17.8 million, the Company had unused net credit available with the FHLB in the amount of approximately $5.7 billion at December 31, 2025. The Company also has a total borrowing capacity at the FRB of $11.1 billion at December 31, 2025 secured by a blanket lien on $14.7 billion (collateral value of $11.1 billion) in net eligible loans of the Company. The Company had no outstanding borrowings with the FRB at December 31, 2025 or December 31, 2024.

Junior Subordinated Debt

The obligations of the Company with respect to the issuance of the capital securities constitute a full and unconditional guarantee by the Company of the trusts’ obligations with respect to the capital securities. Subject to certain exceptions and limitations, the Company may elect from time to time to defer interest payments on the junior subordinated debt securities, which would result in a deferral of distribution payments on the related capital securities.

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All of the Company’s junior subordinated debt is callable after five years from issuance. Therefore, all of the junior subordinated debt is callable at December 31, 2025.

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As of December 31, 2025, the sole assets of the trusts were an aggregate of $175.9 million of the Company’s junior subordinated debt securities with like maturities and like interest rates to the trust preferred securities.

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As of December 31, 2025 and 2024, the Company had a $171.7 million (net of a $4.2 million discount) and $117.9 million (net of a $0.7 million discount), respectively in liability for the junior subordinated debt securities. These discounts amounts were recorded on junior subordinated debt acquired in the Atlantic Capital acquisition in 2022 and the Independent acquisition in 2025. The Company acquired $53.2 million (net of a $4.1 million discount) in junior subordinated debt in the Independent acquisition on January 1, 2025. The Company, as issuer, can call any of these subordinated debt securities without penalty. If the Company were to call the securities, the amount paid to the holders would be $175.9 million and the Company would fully amortize any remaining discount into interest expense. The remaining discount is being amortized over a four-year period.

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The weighted average cost of the junior subordinated debt at period end December 31, 2025 was 6.00% and the weighted average cost year-to-date for the year ended December 31, 2025 was 6.56%. This does not take into account the unamortized discount at period end or the discount amortization recorded during the year. If the discount were taken into account, the weighted average cost year-to-date for the period ending December 31, 2025 would be 7.09%. The weighted average cost of the junior subordinated debt at period end December 31, 2024 was 6.35% and the weighted average cost year to date for the year ended December 31, 2024 was 7.27%. If the discount were taken into account, the weighted average cost year-to-date would be 7.52% for the period ending December 31, 2024.

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The Company’s trust preferred securities are included in Tier 2 capital for regulatory capital purposes.

Subordinated Debt and Notes

As of December 31, 2025 and 2024, the Company had a liability of $524.8 million and $273.7 million, respectively, for subordinated debt. The Company acquired $305.0 million in subordinated debt in the Independent acquisition on January 1, 2025. On June 13, 2025, the Company issued $350.0 million aggregate principal amount of fixed-to-floating rate subordinated notes due 2035. The subordinated notes initially bear interest at an initial rate of 7.00% per annum, commencing on June 13, 2025, until June 13, 2030, after which interest will be payable at a floating rate equal to SOFR plus 319 basis points. Interest is payable semi-annually during the fixed rate period and quarterly during the floating rate period, in arrears. The Company may redeem the notes at such times and at the redemption prices as provided for in the indenture governing the notes. The notes are unsecured, subordinated obligations. The Company received net proceeds of $346.5 million, which the Company used to redeem $405.0 million of the Company’s outstanding subordinated debentures in the third quarter of 2025. Of the redemptions, $200.0 million was redeemed as of September 1, 2025 at a rate of 9.94% (floating rate after fixed rate ended in second quarter of 2025), $130.0 million was redeemed as of September 15, 2025 at a rate of 4.00% and $75.0 million was redeemed as of September 15, 2025 at a rate of 5.50%.

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The weighted average cost of the subordinated debt at period end December 31, 2025 was 7.46% and the weighted average cost year to date for the year ended December 31, 2025 was 6.94%. The weighted average cost of the subordinated debt at period end December 31, 2024 was 5.68% and the weighted average cost year to date for the year ended December 31, 2024 was 5.68%. This does not take into account unamortized debt issuance costs and the unaccreted premium and the amortization of the debt issuance costs and the premium accretion recorded during the year. If the debt issuance costs and premium accretion were taken into account, the weighted average cost year to date for the year ended December 31, 2025 and 2024 would be 7.52% and 5.48%, respectively.

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Qualifying subordinated debt can be included in Tier 2 capital for regulatory capital purposes. At December 31, 2025, all of the Company’s subordinated debentures totaling $525.0 million qualified for Tier 2 capital treatment.

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Line of Credit

On November 10, 2025, the Company entered into an amendment and restatement to its Credit Agreement (the “Agreement”) with U.S. Bank National Association (the “Lender”). The Agreement provides for a $100 million unsecured line of credit by the Lender to the Company. The maturity date of the Agreement is November 9, 2026, provided that the Agreement may be extended subject to the approval of the Lender. Borrowings by the Company under the Agreement will bear interest at a rate per annum equal to 1.35% plus monthly reset term SOFR Rate. As of December 31, 2025 and 2024, there was no outstanding balance associated with the line of credit. The average balance outstanding during 2025 was less than $1,000 for the U.S. Bank line of credit.

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Principal maturities of other borrowings, net of unamortized discount or debt issuance costs, are summarized below:

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