Paul Washington - Jan 1, 2025 Form 4 Insider Report for Independent Bank Group, Inc. (IBTX)

Role: Director
Signature: /s/ Mark Haynie, As Attorney in Fact
Stock symbol: IBTX
Transactions as of: Jan 1, 2025
Transactions value $: $0
Form type: 4
Date filed: 1/3/2025, 11:16 AM
Previous filing: Jul 3, 2024

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	IBTX	Common Stock	Disposed to Issuer		-5.03K	-100%		0	Jan 1, 2025	Direct	F1

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Paul Washington is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id	Content
F1	Pursuant to the Merger Agreement, each share of Independent Common Stock issued and outstanding immediately prior to the effective time of the Merger was converted into the right to receive 0.60 shares of common stock, par value $2.50 per share, of SouthState (SouthState Common Stock). Shares reported include restricted stock awards. Pursuant to the Merger Agreement, each outstanding restricted stock award was fully vested, cancelled and converted into the right to receive SouthState Common Stock equal to the product (rounded to the nearest whole number) of (i) the number of Independent Common Stock subject to such restricted stock award immediately prior to the effective time of the Merger multiplied by (ii) 0.60. On December 31, 2024 (the day prior to the Merger), the closing price of one share of SouthState Common stock was $99.48.

Content

Pursuant to the Merger Agreement, each share of Independent Common Stock issued and outstanding immediately prior to the effective time of the Merger was converted into the right to receive 0.60 shares of common stock, par value $2.50 per share, of SouthState (SouthState Common Stock). Shares reported include restricted stock awards. Pursuant to the Merger Agreement, each outstanding restricted stock award was fully vested, cancelled and converted into the right to receive SouthState Common Stock equal to the product (rounded to the nearest whole number) of (i) the number of Independent Common Stock subject to such restricted stock award immediately prior to the effective time of the Merger multiplied by (ii) 0.60. On December 31, 2024 (the day prior to the Merger), the closing price of one share of SouthState Common stock was $99.48.

Remarks:

On January 1, 2025, pursuant to the Agreement and Plan of Merger (the Merger Agreement), dated May 17, 2024, by and between Independent Bank Group, Inc. (Independent) and SouthState Corporation (SouthState), Independent merged with and into SouthState (the Merger).