ITEM 5.07 Submission of Matters to a Vote of Security Holders.

The Annual Meeting of Shareholders of the Company was held on April 28, 2021. Proxies for the meeting were solicited pursuant to Regulation 14A of the Securities Exchange Act of 1934, and there was no solicitation in opposition to management's solicitations. A total of 71,032,735 shares of the Company's common stock were entitled to vote as of February 26, 2021, the record date for the Annual Meeting. There were 63,291,177 shares present in person or by proxy at the Annual Meeting, at which the shareholders were asked to vote on three proposals. Set forth below are the matters acted upon by the shareholders at the Annual Meeting, and the final voting results of each such proposal.

Proposal No. 1: Election of Directors. The following directors were elected to serve until the annual meeting of shareholders in 2022 or until their successors are duly designated and qualified. Each nominee was an incumbent director, no other person was nominated, and each nominee was elected. The number of votes cast was approximately as follows:

Nominees for Director Votes For Abstentions Broker Non-Votes John C. Corbett 54,616,171 1,126,629 7,548,377 Jean E. Davis 53,621,707 2,121,093 7,548,377 Martin B. Davis 55,038,912 703,888 7,548,377 Robert H. Demere, Jr. 55,110,231 632,569 7,548,377 Cynthia A. Hartley 53,546,506 2,196,294 7,548,377 Robert R. Hill, Jr. 54,225,241 1,517,559 7,548,377 John H. Holcomb III 53,190,009 2,552,791 7,548,377 Robert R. Horger 53,865,013 1,877,787 7,548,377 Charles W. McPherson 54,849,080 893,720 7,548,377 G. Ruffner Page, Jr. 55,194,410 548,390 7,548,377 Ernest S. Pinner 54,406,150 1,336,650 7,548,377 John C. Pollok 54,207,619 1,535,181 7,548,377 William Knox Pou, Jr. 54,826,929 915,871 7,548,377 David G. Salyers 54,863,386 879,414 7,548,377 Joshua A. Snively 54,881,887 860,913 7,548,377 Kevin P. Walker 55,029,643 713,157 7,548,377




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Proposal 2: Compensation of Named Executive Officers. The shareholders voted to approve the non-binding advisory proposal on the compensation of the Company's Named Executive Officers, as disclosed in the proxy statement. The results of the vote were as follows:




Voting For          45,433,467
Voting Against      10,070,258
Abstain from Voting    239,075
Non-Votes            7,548,377
                    63,291,177

Proposal 3: Appointment of Independent Registered Public Accounting Firm. The shareholders voted to ratify, as an advisory, non-binding vote, the appointment of Dixon Hughes Goodman LLP, Certified Public Accountants, as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2021. The results of the vote were as follows:




Voting For          62,376,837
Voting Against         798,149
Abstain from Voting    116,191
Non-Votes                    -
                    63,291,177

Item 9.01 Financial Statements and Exhibits



(d) Exhibits:

Exhibit No.    Description

10.1             South State Corporation Annual Incentive Plan

Exhibit 104    Cover Page Interactive Data File (embedded within the Inline XBRL
               document)






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