CSFL / Centerstate Banks, Inc. - Pengajuan SECLaporan Tahunan, Pernyataan Proksi

Centerstate Banks, Inc.
US ˙ NASDAQ ˙ US15201P1093
HINDI NA ACTIVE ANG SIMBONG ITO

Mga Batayang Estadistika
LEI 5493006VAYIZL456AS87
CIK 1102266
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Centerstate Banks, Inc.
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
June 18, 2020 15-12G

- FORM 15-12G

Form 15-12G UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number: 000-32017 CENTERSTATE BANK CORPORATION (SOUTH STATE CORPORATION

June 18, 2020 15-15D

- FORM 15-15D

Form 15-15D UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number: 333-238144 CENTERSTATE BANK CORPORATION (SOUTH STATE CORPORATIO

June 9, 2020 S-8 POS

- S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on June 9, 2020 Registration Nos.

June 9, 2020 POSASR

- POSASR

POSASR As filed with the Securities and Exchange Commission on June 9, 2020 Registration No.

June 9, 2020 S-8 POS

- S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on June 9, 2020 Registration Nos.

June 9, 2020 S-8 POS

- S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on June 9, 2020 Registration Nos.

June 9, 2020 S-8 POS

- S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on June 9, 2020 Registration Nos.

June 9, 2020 S-8 POS

- S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on June 9, 2020 Registration Nos.

June 9, 2020 S-8 POS

- S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on June 9, 2020 Registration Nos.

June 9, 2020 POS AM

- POS AM

POS AM As filed with the Securities and Exchange Commission on June 9, 2020 Registration No.

June 9, 2020 S-8 POS

- S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on June 9, 2020 Registration Nos.

June 9, 2020 S-8 POS

- S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on June 9, 2020 Registration Nos.

June 8, 2020 8-K

Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Termination of a Material Definitive Agreement, Material Modification to Rights of Security Holders, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 8, 2020 (June 7, 2020) CENTERSTATE BANK CORPORATION (SOUTH STATE CORPORATION, AS SUCCESSOR BY MERGER TO CENTERSTATE BANK CORPORATION) (Exact name of Registrant as Specified in It

May 29, 2020 8-K

Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 29, 2020 CENTERSTATE BANK CORPORATION (Exact name of Registrant as Specified in Its Charter) Florida 000-32017 59-3606741 (State or Other Jurisdiction of Incorporation) (Commissio

May 29, 2020 EX-4.2

First Supplemental Indenture, dated as of May 29, 2020, by and between CenterState Bank Corporation and U.S. Bank National Association, as trustee

EX-4.2 Exhibit 4.2 CENTERSTATE BANK CORPORATION FIRST SUPPLEMENTAL INDENTURE Dated as of May 29, 2020 to the Indenture Dated as of May 29, 2020 5.750 Fixed-to-Floating Rate Subordinated Notes due 2030 U.S. BANK NATIONAL ASSOCIATION as Trustee TABLE OF CONTENTS PAGE ARTICLE I SCOPE OF SUPPLEMENTAL INDENTURE Section 1.01. Scope 2 ARTICLE II DEFINITIONS Section 2.01. Definitions and Other Provisions

May 29, 2020 EX-4.1

Indenture, dated as of May 29, 2020, by and between CenterState Bank Corporation and U.S. Bank National Association, as trustee

EX-4.1 Exhibit 4.1 CENTERSTATE BANK CORPORATION Issuer and U.S. BANK NATIONAL ASSOCIATION Trustee INDENTURE Dated as of May 29, 2020 SUBORDINATED DEBT SECURITIES CENTERSTATE BANK CORPORATION CERTAIN SECTIONS OF THIS INDENTURE RELATING TO SECTIONS 310 THROUGH 318, INCLUSIVE, OF THE TRUST INDENTURE ACT OF 1939: Trust Indenture Act Section Indenture Section §310(a)(1) 609 (a)(2) 609 (a)(3) Not Applic

May 27, 2020 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 21, 2020 CENTERSTATE BANK CORPORATION (Exact name of Registrant as Specified in Its Charter) Florida 000-32017 59-3606741 (State or Other Jurisdiction of Incorporation) (Commissio

May 27, 2020 EX-1.1

Underwriting Agreement, dated as of May 21, 2020, by and among CenterState Bank Corporation and Keefe, Bruyette & Woods, Inc. and U.S. Bancorp Investments, Inc., as representatives of the several underwriters named therein.

EX-1.1 Exhibit 1.1 EXECUTION COPY $200,000,000 CENTERSTATE BANK CORPORATION 5.750% Fixed-to-Floating Rate Subordinated Notes due June 1, 2030 UNDERWRITING AGREEMENT May 21, 2020 KEEFE, BRUYETTE & WOODS, INC. 787 Seventh Avenue, 4th Floor New York, New York 10019 U.S. BANCORP INVESTMENTS, Inc. 214 N. Tryon St., 26th Floor Charlotte, North Carolina 28202 As representatives of the Underwriters listed

May 22, 2020 424B5

CALCULATION OF REGISTRATION FEE Title of each class of securities to be registered Amount to be registered Proposed maximum offering price per unit Proposed maximum aggregate offering price Amount of registration fee(1) 5.750% Fixed-to-Floating Rate

Form 424(b)(5) Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No.

May 22, 2020 8-K

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 22, 2020 (May 21, 2020) CENTERSTATE BANK CORPORATION (Exact name of Registrant as Specified in Its Charter) Florida 000-32017 59-3606741 (State or Other Jurisdiction of Incorporat

May 21, 2020 424B5

SUBJECT TO COMPLETION, DATED MAY 21, 2020

Form 424(b)(5) Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No.

May 21, 2020 FWP

Fixed Income

FWP 1 Fixed Income Investor Presentation May 2020 Issuer Free Writing Prospectus Filed Pursuant to Rule 433 Registration No.

May 21, 2020 8-K

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 21, 2020 CENTERSTATE BANK CORPORATION (Exact name of Registrant as Specified in Its Charter) Florida 000-32017 59-3606741 (State or Other Jurisdiction of Incorporation) (Commissio

May 21, 2020 FWP

5.750% Fixed-to-Floating Rate Subordinated Notes due 2030 Pricing Term Sheet Issuer: CenterState Bank Corporation (the “Company”) Security: 5.750% Fixed-to-Floating Rate Subordinated Notes due 2030 (the “Notes”) Aggregate Principal Amount: $200,000,0

FWP Issuer Free Writing Prospectus Filed pursuant to Rule 433 Registration No. 333-238144 May 21, 2020 $200,000,000 5.750% Fixed-to-Floating Rate Subordinated Notes due 2030 Pricing Term Sheet Issuer: CenterState Bank Corporation (the “Company”) Security: 5.750% Fixed-to-Floating Rate Subordinated Notes due 2030 (the “Notes”) Aggregate Principal Amount: $200,000,000 Expected Rating1: BBB by Kroll

May 18, 2020 425

Merger Prospectus - 425

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 18, 2020 (May 14, 2020) SOUTH STATE CORPORATION (Exact name of registrant as specified in its charter) Commission file number: 001-12669 South Carolina 57-0799315 (State of incorp

May 18, 2020 425

Merger Prospectus - 425

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 18, 2020 (May 14, 2020) CENTERSTATE BANK CORPORATION (Exact name of Registrant as Specified in Its Charter) Florida 000-32017 59-3606741 (State or Other Jurisdiction of Incorporat

May 18, 2020 8-K

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 18, 2020 (May 14, 2020) CENTERSTATE BANK CORPORATION (Exact name of Registrant as Specified in Its Charter) Florida 000-32017 59-3606741 (State or Other Jurisdiction of Incorporat

May 11, 2020 EX-25.2

Form T-1 Statement of Eligibility of U.S. Bank, National Association to act as trustee under the Subordinated Indenture

EX-25.2 8 d863162dex252.htm EX-25.2 Exhibit 25.2 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE ☐ Check if an Application to Determine Eligibility of a Trustee Pursuant to Section 305(b)(2) U.S. BANK NATIONAL ASSOCIATION (Exact name of Trustee as specified in its charter

May 11, 2020 EX-99.1

UNAUDITED PRO FORMA COMBINED CONDENSED CONSOLIDATED FINANCIAL INFORMATION

EX-99.1 2 tm2018796d5ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 UNAUDITED PRO FORMA COMBINED CONDENSED CONSOLIDATED FINANCIAL INFORMATION The following unaudited pro forma combined condensed financial information is based on the separate historical financial statements of South State Corporation (“South State”) and CenterState Bank Corporation (“CenterState”) after giving effect to the merger (the “merg

May 11, 2020 425

Merger Prospectus - 425

425 1 tm2018796-5425.htm 425 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K/A Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 8, 2020 SOUTH STATE CORPORATION (Exact name of registrant as specified in its charter) Commission file number: 001-12669 South Carolina 57-0799315 (

May 11, 2020 EX-4.8

Form of Indenture for Senior Debt Securities.**

EX-4.8 2 d863162dex48.htm EX-4.8 EXHIBIT 4.8 CENTERSTATE BANK CORPORATION as Issuer and as Trustee Senior Indenture Dated as of , 20 CROSS REFERENCE SHEET1 Between Provisions of the Trust Indenture Act of 1939 and the Indenture to be dated as of , 20 between CENTERSTATE BANK CORPORATION and , as Trustee: Section of the Act Section of Indenture 310(a)(1) and (2) 5.08 310(a)(3) and (4) Inapplicable

May 11, 2020 S-3ASR

Form S-3

Form S-3ASR Table of Contents As filed with the U.S. Securities and Exchange Commission on May 8, 2020 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 CenterState Bank Corporation (Exact name of registrant as specified in its charter) Florida 59-3606741 (State or other jurisdiction of inc

May 11, 2020 EX-4.10

Form of Indenture for Subordinated Debt Securities.**

EX-4.10 Exhibit 4.10 CENTERSTATE BANK CORPORATION Issuer and U.S. BANK NATIONAL ASSOCIATION Trustee FORM OF INDENTURE Dated as of [●], 2020 SUBORDINATED DEBT SECURITIES CENTERSTATE BANK CORPORATION CERTAIN SECTIONS OF THIS INDENTURE RELATING TO SECTIONS 310 THROUGH 318, INCLUSIVE, OF THE TRUST INDENTURE ACT OF 1939: Trust Indenture Act Section Indenture Section §310(a)(1) 6.09 (a)(2) 6.09 (a)(3) N

May 11, 2020 425

Merger Prospectus - 425

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 8, 2020 SOUTH STATE CORPORATION (Exact name of registrant as specified in its charter) Commission file number: 001-12669 South Carolina 57-0799315 (State of incorporation) (I.R.S.

May 8, 2020 425

Merger Prospectus - 425

425 1 csfl-425.htm 425 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 8, 2020 CENTERSTATE BANK CORPORATION (Exact name of Registrant as Specified in Its Charter) Florida 000-32017 59-3606741 (State or Other Jurisdiction of Inc

May 8, 2020 EX-99.1

UNAUDITED PRO FORMA COMBINED CONDENSED CONSOLIDATED FINANCIAL INFORMATION

EX-99.1 2 csfl-ex9916.htm EX-99.1 Exhibit 99.1 UNAUDITED PRO FORMA COMBINED CONDENSED CONSOLIDATED FINANCIAL INFORMATION The following unaudited pro forma combined condensed financial information is based on the separate historical financial statements of South State Corporation (“South State”) and CenterState Bank Corporation (“CenterState”) after giving effect to the merger (the “merger”) of Cen

May 8, 2020 EX-99.1

UNAUDITED PRO FORMA COMBINED CONDENSED CONSOLIDATED FINANCIAL INFORMATION

Exhibit 99.1 UNAUDITED PRO FORMA COMBINED CONDENSED CONSOLIDATED FINANCIAL INFORMATION The following unaudited pro forma combined condensed financial information is based on the separate historical financial statements of South State Corporation (“South State”) and CenterState Bank Corporation (“CenterState”) after giving effect to the merger (the “merger”) of CenterState with and into South State

May 8, 2020 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 8, 2020 CENTERSTATE BANK CORPORATION (Exact name of Registrant as Specified in Its Charter) Florida 000-32017 59-3606741 (State or Other Jurisdiction of Incorporation) (Commission

May 6, 2020 425

Merger Prospectus - 425

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 6, 2020 CENTERSTATE BANK CORPORATION (Exact name of Registrant as Specified in Its Charter) Florida 000-32017 59-3606741 (State or Other Jurisdiction of Incorporation) (Commission

May 6, 2020 EX-99.1

Forward Looking Statements Some of the statements made in this communication are “forward-looking statements” within the meaning of the Securities Act of 1933 (the “Securities Act”) and the Securities Exchange Act of 1934 (the “Exchange Act”). Forwar

EX-99.1 2 csfl-ex9916.htm EX-99.1 Exhibit 99.1 Forward Looking Statements Some of the statements made in this communication are “forward-looking statements” within the meaning of the Securities Act of 1933 (the “Securities Act”) and the Securities Exchange Act of 1934 (the “Exchange Act”). Forward-looking statements include statements with respect to our beliefs, plans, objectives, goals, expectat

May 6, 2020 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 6, 2020 CENTERSTATE BANK CORPORATION (Exact name of Registrant as Specified in Its Charter) Florida 000-32017 59-3606741 (State or Other Jurisdiction of Incorporation) (Commission

May 6, 2020 EX-99.1

Forward Looking Statements Some of the statements made in this communication are “forward-looking statements” within the meaning of the Securities Act of 1933 (the “Securities Act”) and the Securities Exchange Act of 1934 (the “Exchange Act”). Forwar

EX-99.1 2 csfl-ex9916.htm EX-99.1 Exhibit 99.1 Forward Looking Statements Some of the statements made in this communication are “forward-looking statements” within the meaning of the Securities Act of 1933 (the “Securities Act”) and the Securities Exchange Act of 1934 (the “Exchange Act”). Forward-looking statements include statements with respect to our beliefs, plans, objectives, goals, expectat

April 30, 2020 10-Q

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 Form 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2020 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 000-32017 CENTERSTA

April 30, 2020 425

Merger Prospectus - 425

425 1 tm2018053-1425.htm 425 Filed by South State Corporation pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-6 under the Securities Exchange Act of 1934 Subject Company: CenterState Bank Corporation Commission File No.: 333-237214 IMPORTANT MESSAGE TO SHAREHOLDERS OF SOUTH STATE CORPORATION A Special Meeting of Shareholders of South State Corporation is

April 29, 2020 EX-99.1

South State and CenterState Announce Board of Directors of Combined Company

Exhibit 99.1 For Immediate Release Media Contacts: Kellee McGahey (843) 529-5574 Richard Murray (205) 313-8103 South State and CenterState Announce Board of Directors of Combined Company COLUMBIA, S.C. and WINTER HAVEN, F.L. – April 27, 2020 – South State Corporation (NASDAQ: SSB) (“South State”) and CenterState Bank Corporation (NASDAQ: CSFL) (“CenterState”) announced today the Board of Directors

April 29, 2020 425

Merger Prospectus - 425

425 1 tm2017960d28k.htm 425 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 28, 2020 (April 27, 2020) SOUTH STATE CORPORATION (Exact name of registrant as specified in its charter) Commission file number: 001-12669 South Caro

April 28, 2020 425

Merger Prospectus - 425

Filed by South State Corporation pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-6 under the Securities Exchange Act of 1934 Subject Company: CenterState Bank Corporation Commission File No.

April 28, 2020 425

Merger Prospectus - 425

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 27, 2020 CENTERSTATE BANK CORPORATION (Exact name of Registrant as Specified in Its Charter) Florida 000-32017 59-3606741 (State or Other Jurisdiction of Incorporation) (Commiss

April 28, 2020 EX-99.1

Media Contacts:

EX-99.1 2 csfl-ex9916.htm EX-99.1 Exhibit 99.1 The following joint press release was filed by CenterState Bank Corporation and South State Corporation on April 27, 2020. For Immediate Release Media Contacts: Kellee McGahey (843) 529-5574 Richard Murray (205) 313-8103 South State and CenterState Announce Board of Directors of Combined Company COLUMBIA, S.C. and WINTER HAVEN, F.L. – April 27, 2020 –

April 28, 2020 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 27, 2020 CENTERSTATE BANK CORPORATION (Exact name of Registrant as Specified in Its Charter) Florida 000-32017 59-3606741 (State or Other Jurisdiction of Incorporation) (Commiss

April 28, 2020 425

Merger Prospectus - 425

Filed by CenterState Bank Corporation Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: CenterState Bank Corporation Commission File No: 000-32017 Date: April 27, 2020 The following is a transcript of the joint earnings call for the first quarter of 2020 held by CenterState Bank Corporation (NASDAQ: CSFL) and South State Corporation (NASDAQ: SSB) on Friday, April 24, 2020.

April 28, 2020 EX-99.1

Media Contacts:

EX-99.1 2 csfl-ex9916.htm EX-99.1 Exhibit 99.1 The following joint press release was filed by CenterState Bank Corporation and South State Corporation on April 27, 2020. For Immediate Release Media Contacts: Kellee McGahey (843) 529-5574 Richard Murray (205) 313-8103 South State and CenterState Announce Board of Directors of Combined Company COLUMBIA, S.C. and WINTER HAVEN, F.L. – April 27, 2020 –

April 23, 2020 8-K

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 23, 2020 CENTERSTATE BANK CORPORATION (Exact name of Registrant as Specified in Its Charter) Florida 000-32017 59-3606741 (State or Other Jurisdiction of Incorporation) (Commiss

April 23, 2020 EX-99.1

CenterState Bank Corporation Announces First Quarter 2020 Results (all amounts are in thousands, except per share data, or unless otherwise noted)

EX-99.1 2 csfl-ex99111.htm EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE April 23, 2020 CenterState Bank Corporation Announces First Quarter 2020 Results (all amounts are in thousands, except per share data, or unless otherwise noted) WINTER HAVEN, FL. – April 23, 2020 - CenterState Bank Corporation (Nasdaq: CSFL) (the “Company” or “CenterState”) announced first quarter 2020 results. Highlights for t

April 23, 2020 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 23, 2020 CENTERSTATE BANK CORPORATION (Exact name of Registrant as Specified in Its Charter) Florida 000-32017 59-3606741 (State or Other Jurisdiction of Incorporation) (Commiss

April 23, 2020 EX-99.2

Forward Looking Statements Information in this communication, other than statements of historical facts, may constitute forward-looking statements, within the meaning of the Private Securities Litigation Reform Act of 1995. These statements include,

EX-99.2 3 csfl-ex99220.htm EX-99.2 Exhibit 99.2 Forward Looking Statements Information in this communication, other than statements of historical facts, may constitute forward-looking statements, within the meaning of the Private Securities Litigation Reform Act of 1995. These statements include, but are not limited to, statements about the benefits of the proposed merger of South State and Center

April 23, 2020 EX-99.1

CenterState Bank Corporation Announces First Quarter 2020 Results (all amounts are in thousands, except per share data, or unless otherwise noted)

Exhibit 99.1 FOR IMMEDIATE RELEASE April 23, 2020 CenterState Bank Corporation Announces First Quarter 2020 Results (all amounts are in thousands, except per share data, or unless otherwise noted) WINTER HAVEN, FL. – April 23, 2020 - CenterState Bank Corporation (Nasdaq: CSFL) (the “Company” or “CenterState”) announced first quarter 2020 results. Highlights for the period ended March 31, 2020 and

April 23, 2020 EX-99.2

Forward Looking Statements Information in this communication, other than statements of historical facts, may constitute forward-looking statements, within the meaning of the Private Securities Litigation Reform Act of 1995. These statements include,

Exhibit 99.2 Forward Looking Statements Information in this communication, other than statements of historical facts, may constitute forward-looking statements, within the meaning of the Private Securities Litigation Reform Act of 1995. These statements include, but are not limited to, statements about the benefits of the proposed merger of South State and CenterState, including future financial a

April 23, 2020 425

Merger Prospectus - 425

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 23, 2020 CENTERSTATE BANK CORPORATION (Exact name of Registrant as Specified in Its Charter) Florida 000-32017 59-3606741 (State or Other Jurisdiction of Incorporation) (Commiss

April 20, 2020 DEFM14A

CenterState Bank Corporation Definitive Proxy Statement relating to the Merger with South State Corporation (Incorporated by reference to the Company’s Schedule 14A, File No. 208-03462, dated April 20, 2020)

Use these links to rapidly review the document TABLE OF CONTENTS TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

April 15, 2020 EX-99.1

CenterState Bank Corporation To announce First Quarter 2020 Earnings Results on April 23, 2020

Exhibit 99.1 FOR IMMEDIATE RELEASE April 15, 2020 CenterState Bank Corporation To announce First Quarter 2020 Earnings Results on April 23, 2020 WINTER HAVEN, FL. – April 15, 2020 - CenterState Bank Corporation (NASDAQ: CSFL) (the “Company” or “CenterState”) announced today that it will release first quarter earnings results on Thursday, April 23, 2020, after the market closes. Upon release, inves

April 15, 2020 EX-99.1

CenterState Bank Corporation To announce First Quarter 2020 Earnings Results on April 23, 2020

Exhibit 99.1 FOR IMMEDIATE RELEASE April 15, 2020 CenterState Bank Corporation To announce First Quarter 2020 Earnings Results on April 23, 2020 WINTER HAVEN, FL. – April 15, 2020 - CenterState Bank Corporation (NASDAQ: CSFL) (the “Company” or “CenterState”) announced today that it will release first quarter earnings results on Thursday, April 23, 2020, after the market closes. Upon release, inves

April 15, 2020 425

CSFL / Centerstate Banks, Inc. 425 - Merger Prospectus - 425

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 15, 2020 CENTERSTATE BANK CORPORATION (Exact name of Registrant as Specified in Its Charter) Florida 000-32017 59-3606741 (State or Other Jurisdiction of Incorporation) (Commiss

April 15, 2020 8-K

Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 15, 2020 CENTERSTATE BANK CORPORATION (Exact name of Registrant as Specified in Its Charter) Florida 000-32017 59-3606741 (State or Other Jurisdiction of Incorporation) (Commiss

April 9, 2020 DEFA14A

CSFL / Centerstate Banks, Inc. DEFA14A - - DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)

March 10, 2020 DEF 14A

Filed March 10, 2020

DEF 14A SCHEDULE 14A INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy Stat

March 10, 2020 DEFA14A

CSFL / Centerstate Banks, Inc. DEFA14A - - DEFA14A

DEFA14A SCHEDULE 14A INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy Stat

March 5, 2020 425

CSFL / Centerstate Banks, Inc. 425 - Merger Prospectus - 425

Filed by CenterState Bank Corporation Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: CenterState Bank Corporation Commission File No: 000-32017 Date: March 5, 2020 The following joint press release was filed by CenterState Bank Corporation and South State Corporation on March 5, 2020.

March 5, 2020 425

SSB / South State Corporation 425 - Merger Prospectus - 425

Filed by South State Corporation pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: CenterState Bank Corporation Commission File No.

February 27, 2020 EX-10.34

Release Agreement between the Company and Ernest S. Pinner, the Company’s Chairman of the Board, dated January 1, 2020

Exhibit 10.34 RELEASE AGREEMENT THIS RELEASE AGREEMENT (hereinafter “Agreement”) is made and entered into as of this 1st day of January 2020 by and between CenterState Bank Corporation (“CSFL”) and CenterState Bank, N.A. (“Bank”, and collectively with CSFL, the “Company”), on the one hand, and Ernest S. Pinner (“Executive”), on the other hand. The Company and Executive are sometimes referred to co

February 27, 2020 EX-10.36

Retention Agreement dated January 25, 2020, between CenterState Bank Corporation and Steven D. Young *

Exhibit 10.36 January 25, 2020 Mr. Stephen D. Young c/o CenterState Bank Corporation CenterState Bank, N.A. 1101 First Street South, Suite 202 Winter Haven, Florida 33880 Dear Mr. Young: This letter (this “Letter Agreement”) memorializes our recent discussions and mutual agreement regarding the terms of your continued employment following the completion of the merger (the “Merger”) contemplated by

February 27, 2020 10-K

Annual Report - 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2019 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 000-32017 CENTERSTATE BANK CORPORATION (Name of registrant as specifi

February 27, 2020 EX-21.1

List of Subsidiaries of CenterState Bank Corporation

EX-21.1 7 csfl-ex21110.htm EX-21.1 Exhibit 21.1 CenterState Bank Corporation Form 10-K For Fiscal Year Ended December 31, 2019 Subsidiaries of Registrant CenterState Bank, National Association, organized under the laws of the United States R4ALL, Inc., organized under the laws of the State of Florida CSFL Insurance Corp., organized under the laws of the State of South Carolina

February 27, 2020 EX-10.37

Retention Agreement between the Company and Jennifer L. Idell, the Company’s Chief Administrative Officer, dated January 25, 2020

Exhibit 10.37 January 25, 2020 Ms. Jennifer L. Idell Chief Administrative Officer c/o CenterState Bank Corporation CenterState Bank, N.A. 1101 First Street South, Suite 202 Winter Haven, Florida 33880 Dear Ms. Idell: This letter (this “Letter Agreement”) memorializes our recent discussions and mutual agreement regarding the terms of your continued employment following the completion of the merger

February 27, 2020 EX-10.33

Separation Agreement between the Company and Ernest S. Pinner, the Company’s Chairman of the Board, dated January 1, 2020

Exhibit 10.33 SEPARATION AGREEMENT THIS SEPARATION AGREEMENT (this “Agreement”) is made and entered into as of January 1, 2020 by and between Ernest S. Pinner (“Executive”), on the one hand and CenterState Bank Corporation (“CSFL”) and CenterState Bank, N.A. (the “Bank”) on the other hand (collectively, the “Company”). The Company and Executive are sometimes referred to collectively in this Agreem

February 27, 2020 EX-10.35

Retention Agreement dated January 25, 2020, between CenterState Bank Corporation and John C. Corbett *

Exhibit 10.35 January 25, 2020 Mr. John C. Corbett c/o CenterState Bank Corporation CenterState Bank, N.A. 1101 First Street South, Suite 202 Winter Haven, Florida 33880 Dear Corbett: This letter (this “Letter Agreement”) memorializes our recent discussions and mutual agreement regarding the terms of your continued employment following the completion of the merger (the “Merger”) contemplated by th

February 12, 2020 SC 13G/A

CSFL / Centerstate Banks, Inc. / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SC 13G/A 1 tv01275-centerstatebankcorp.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 1)* Name of issuer: CenterState Bank Corp Title of Class of Securities: Common Stock CUSIP Number: 15201P109 Date of Event Which Requires Filing of this Statement: December 31, 2019 Check the appropriate box to de

January 29, 2020 EX-2.1

Agreement and Plan of Merger, dated as of January 25, 2020, by and between CenterState Bank Corporation and South State Corporation*

Exhibit 2.1 AGREEMENT AND PLAN OF MERGER by and between centerstate bank corporation and south state corporation Dated as of January 25, 2020 TABLE OF CONTENTS ARTICLE I THE MERGER 1.1 The Merger 2 1.2 Closing 2 1.3 Effective Time 2 1.4 Effects of the Merger 2 1.5 Conversion of CenterState Common Stock 2 1.6 South State Stock 3 1.7 Treatment of CenterState Equity Awards; Warrants 4 1.8 Articles of

January 29, 2020 EX-2.1

Agreement and Plan of Merger, dated as of January 25, 2020, by and between CenterState Bank Corporation and South State Corporation.*

Exhibit 2.1 EXECUTION VERSION AGREEMENT AND PLAN OF MERGER by and between centerstate bank corporation and south state corporation Dated as of January 25, 2020 TABLE OF CONTENTS Article I The Merger 1.1 The Merger 1 1.2 Closing 2 1.3 Effective Time 2 1.4 Effects of the Merger 2 1.5 Conversion of CenterState Common Stock 2 1.6 South State Stock 3 1.7 Treatment of CenterState Equity Awards; Warrants

January 29, 2020 425

CSFL / Centerstate Banks, Inc. 425 - Merger Prospectus - 425

425 1 csfl-425.htm 425 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) January 29, 2020 (January 25, 2020) CENTERSTATE BANK CORPORATION (Exact name of registrant as specified in its charter) Florida 000-32017 59-3606741 (State or ot

January 29, 2020 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) January 29, 2020 (January 25, 2020) CENTERSTATE BANK CORPORATION (Exact name of registrant as specified in its charter) Florida 000-32017 59-3606741 (State or other jurisdiction of inc

January 29, 2020 425

SSB / South State Corporation 425 - Merger Prospectus - 425

425 1 tm205893-7425.htm 425 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 29, 2020 (January 25, 2020) SOUTH STATE CORPORATION (Exact name of registrant as specified in its charter) Commission file number: 001-12669 South

January 29, 2020 EX-2.1

Agreement and Plan of Merger by and between CenterState Bank Corporation and South State Corporation (Incorporated by reference to Exhibit 2.1 to the Company’s Form 8-K filed on January 29, 2020)

EX-2.1 2 csfl-ex2124.htm EX-2.1 Exhibit 2.1 AGREEMENT AND PLAN OF MERGER by and between centerstate bank corporation and south state corporation Dated as of January 25, 2020 TABLE OF CONTENTS ARTICLE I THE MERGER 1.1 The Merger 2 1.2 Closing 2 1.3 Effective Time 2 1.4 Effects of the Merger 2 1.5 Conversion of CenterState Common Stock 2 1.6 South State Stock 3 1.7 Treatment of CenterState Equity Aw

January 28, 2020 425

CSFL / Centerstate Banks, Inc. 425 - Merger Prospectus - 425

Filed by CenterState Bank Corporation Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: CenterState Bank Corporation Commission File No: 000-32017 Date: January 27, 2020 The following is an excerpt of a transcript of the investor call held on January 27, 2020 related to the transaction: Company Participants • William E.

January 28, 2020 425

SSB / South State Corporation 425 - Merger Prospectus - 425

425 1 tm205893-5425.htm 425 Filed by South State Corporation pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: CenterState Bank Corporation Commission File No.: 000-32017 The following is an excerpt of a transcript of the investor call held on January 27, 2020 related to the transaction: Company

January 27, 2020 8-K

Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) January 27, 2020 (January 25, 2020) CENTERSTATE BANK CORPORATION (Exact name of registrant as specified in its charter) Florida 000-32017 59-3606741 (State or other jurisdiction of inc

January 27, 2020 EX-99.2

Forward Looking Statements; Additional Information Information in this communication, other than statements of historical facts, may constitute forward-looking statements, within the meaning of the Private Securities Litigation Reform Act of 1995. Th

EX-99.2 3 csfl-ex9927.htm EX-99.2 Exhibit 99.2 Forward Looking Statements; Additional Information Information in this communication, other than statements of historical facts, may constitute forward-looking statements, within the meaning of the Private Securities Litigation Reform Act of 1995. These statements include, but are not limited to, statements about the benefits of the proposed merger of

January 27, 2020 425

CSFL / Centerstate Banks, Inc. 425 - Merger Prospectus - 425

425 1 csfl-425.htm 425 Filed by CenterState Bank Corporation Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: CenterState Bank Corporation Commission File No: 000-32017 Date: January 27, 2020 The following communications are being filed in connection with the proposed merger between CenterState

January 27, 2020 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) January 27, 2020 CENTERSTATE BANK CORPORATION (Exact name of registrant as specified in its charter) Florida 000-32017 59-3606741 (State or other jurisdiction of incorporation) (Commis

January 27, 2020 EX-99.1

(205) 313-8122

Exhibit 99.1 For Immediate Release Analyst Contacts: Will Matthews (205) 313-8122 Jim Mabry (843) 529-5593 Media Contacts: Jackie Smith (803) 231-3486 Richard Murray (205) 313-8103 South State and CenterState to Combine in Merger of Equals to Create Leading Southeast Regional Bank Combined Company Positioned to be a High Performance Financial Institution with Approximately $34 Billion in Assets Se

January 27, 2020 EX-99.2

2 Forward Looking Statements; Additional Information Information in this communication, other than statements of historical facts, may constitute forward - looking statements, within the meaning of the Private Securities Litigation Reform Act of 1995

EX-99.2 3 tm205893d3ex99-2.htm EXHIBIT 99.2 Exhibit 99.2 2 Forward Looking Statements; Additional Information Information in this communication, other than statements of historical facts, may constitute forward - looking statements, within the meaning of the Private Securities Litigation Reform Act of 1995 . These statements include, but are not limited to, statements about the benefits of the pro

January 27, 2020 EX-99.1

CenterState Bank Corporation Announces Fourth Quarter 2019 Results (all amounts are in thousands, except per share data, or unless otherwise noted)

EX-99.1 2 csfl-ex9917.htm EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE January 27, 2020 CenterState Bank Corporation Announces Fourth Quarter 2019 Results (all amounts are in thousands, except per share data, or unless otherwise noted) WINTER HAVEN, FL. – January 27, 2020 - CenterState Bank Corporation (Nasdaq: CSFL) (the “Company” or “CenterState”) announced fourth quarter 2019 results. Highlights

January 27, 2020 425

CSFL / Centerstate Banks, Inc. 425 - Merger Prospectus - 425

425 1 csfl-425.htm 425 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) January 27, 2020 (January 25, 2020) CENTERSTATE BANK CORPORATION (Exact name of registrant as specified in its charter) Florida 000-32017 59-3606741 (State or ot

January 27, 2020 425

SSB / South State Corporation 425 - Merger Prospectus - FORM 8-K

425 1 tm205893-38k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 27, 2020 SOUTH STATE CORPORATION (Exact name of registrant as specified in its charter) Commission file number: 001-12669 South Carolina 57-079

January 27, 2020 EX-99.1

(205) 313-8122

Exhibit 99.1 For Immediate Release Analyst Contacts: Will Matthews (205) 313-8122 Jim Mabry (843) 529-5593 Media Contacts: Jackie Smith (803) 231-3486 Richard Murray (205) 313-8103 South State and CenterState to Combine in Merger of Equals to Create Leading Southeast Regional Bank Combined Company Positioned to be a High Performance Financial Institution with Approximately $34 Billion in Assets Se

January 27, 2020 EX-99.1

South State and CenterState to Combine in Merger of Equals to Create Leading Southeast Regional Bank

EX-99.1 2 tm205893d3ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 For Immediate Release Analyst Contacts: Will Matthews (205) 313-8122 Jim Mabry (843) 529-5593 Media Contacts: Jackie Smith (803) 231-3486 Richard Murray (205) 313-8103 South State and CenterState to Combine in Merger of Equals to Create Leading Southeast Regional Bank Combined Company Positioned to be a High Performance Financial Institution

January 27, 2020 EX-99.2

Forward Looking Statements; Additional Information Information in this communication, other than statements of historical facts, may constitute forward-looking statements, within the meaning of the Private Securities Litigation Reform Act of 1995. Th

Exhibit 99.2 Forward Looking Statements; Additional Information Information in this communication, other than statements of historical facts, may constitute forward-looking statements, within the meaning of the Private Securities Litigation Reform Act of 1995. These statements include, but are not limited to, statements about the benefits of the proposed merger of South State and CenterState, incl

January 27, 2020 425

CSFL / Centerstate Banks, Inc. 425 - Merger Prospectus - 425

Filed by CenterState Bank Corporation Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: CenterState Bank Corporation Commission File No: 000-32017 Date: January 27, 2020 The following communications were made available by CenterState Bank Corporation (“CenterState”) on Facebook, Twitter, LinkedIn and Instagram on January 27, 2020 in connection with the proposed merger between CenterState and South State Corporation (“South State”).

January 27, 2020 425

SSB / South State Corporation 425 - Merger Prospectus - 425

425 1 tm205893d4425.htm 425 Filed by South State Corporation pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: CenterState Bank Corporation Commission File No.: 000-32017 The following Q&A were made available in connection with the transaction: Why did South State and CenterState decide to merge

January 16, 2020 EX-99.1

CenterState Bank Corporation Announces 27.3% Dividend Increase and Approval of New 6.5 Million Share Repurchase Program

EX-99.1 2 csfl-ex9916.htm EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE January 16, 2020 CenterState Bank Corporation Announces 27.3% Dividend Increase and Approval of New 6.5 Million Share Repurchase Program WINTER HAVEN, FL. – January 16, 2020 - CenterState Bank Corporation (NASDAQ: CSFL) (the “Company” or “CenterState”) announced today that the Board of Directors of the Company increased its quart

January 16, 2020 8-K

Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) January 16, 2020 CENTERSTATE BANK CORPORATION (Exact name of registrant as specified in its charter) Florida 000-32017 59-3606741 (State or other jurisdiction of incorporation) (Commis

January 8, 2020 EX-99.1

CenterState Bank Corporation To announce Fourth Quarter 2019 Earnings Results on January 27, 2020

Exhibit 99.1 FOR IMMEDIATE RELEASE January 8, 2020 CenterState Bank Corporation To announce Fourth Quarter 2019 Earnings Results on January 27, 2020 WINTER HAVEN, FL. – January 8, 2020 - CenterState Bank Corporation (NASDAQ: CSFL) (the “Company” or “CenterState”) announced today that it will release fourth quarter earnings results on Monday, January 27, 2020, after the market closes. Upon release,

January 8, 2020 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) January 8, 2020 CENTERSTATE BANK CORPORATION (Exact name of registrant as specified in its charter) Florida 000-32017 59-3606741 (State or other jurisdiction of incorporation) (Commiss

November 4, 2019 8-K

Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 4, 2019 CENTERSTATE BANK CORPORATION (Exact name of Registrant as Specified in Its Charter) Florida 000-32017 59-3606741 (State or Other Jurisdiction of Incorporation) (Commi

November 4, 2019 EX-99.1

Forward Looking Statements Information in this presentation, other than statements of historical facts, may constitute forward-looking statements, within the meaning of the Private Securities Litigation Reform Act of 1995. These statements include, b

EX-99.1 2 csfl-ex9916.htm EX-99.1 3rd Quarter 2019 Investor Presentation Exhibit 99.1 Forward Looking Statements Information in this presentation, other than statements of historical facts, may constitute forward-looking statements, within the meaning of the Private Securities Litigation Reform Act of 1995. These statements include, but are not limited to, CenterState’s plans, objectives, expectat

October 31, 2019 10-Q

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 Form 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2019 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 000-32017 CENTE

October 22, 2019 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 22, 2019 CENTERSTATE BANK CORPORATION (Exact name of Registrant as Specified in Its Charter) Florida 000-32017 59-3606741 (State or Other Jurisdiction of Incorporation) (Commi

October 22, 2019 EX-99.1

CenterState Bank Corporation Announces Third Quarter 2019 Earnings Results (all amounts are in thousands, except per share data, or unless otherwise noted)

Exhibit 99.1 FOR IMMEDIATE RELEASE October 22, 2019 CenterState Bank Corporation Announces Third Quarter 2019 Earnings Results (all amounts are in thousands, except per share data, or unless otherwise noted) WINTER HAVEN, FL. – October 22, 2019 - CenterState Bank Corporation (Nasdaq: CSFL) (the “Company” or “CenterState”) reported net income of $55,098, or diluted earnings per share of $0.43, for

October 17, 2019 8-K

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 17, 2019 CENTERSTATE BANK CORPORATION (Exact name of Registrant as Specified in Its Charter) Florida 000-32017 59-3606741 (State or Other Jurisdiction of Incorporation) (Commi

October 4, 2019 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 4, 2019 CENTERSTATE BANK CORPORATION (Exact name of Registrant as Specified in Its Charter) Florida 000-32017 59-3606741 (State or Other Jurisdiction of Incorporation) (Commis

October 4, 2019 EX-99.1

CenterState Bank Corporation To announce Third Quarter 2019 Earnings Results on October 22, 2019

EX-99.1 2 csfl-ex9916.htm EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE October 4, 2019 CenterState Bank Corporation To announce Third Quarter 2019 Earnings Results on October 22, 2019 WINTER HAVEN, FL. – October 4, 2019 - CenterState Bank Corporation (NASDAQ: CSFL) announced today that it will release third quarter earnings results on Tuesday, October 22, 2019, after the market closes. Upon release,

September 23, 2019 8-K

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 19, 2019 CENTERSTATE BANK CORPORATION (Exact name of Registrant as Specified in Its Charter) Florida 000-32017 59-3606741 (State or Other Jurisdiction of Incorporation) (Com

August 1, 2019 10-Q

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 Form 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2019 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 000-32017 CENTERSTAT

July 30, 2019 EX-99.1

Forward Looking Statements Information in this presentation, other than statements of historical facts, may constitute forward-looking statements, within the meaning of the Private Securities Litigation Reform Act of 1995. These statements include, b

2nd Quarter 2019 Investor Presentation Exhibit 99.1 Forward Looking Statements Information in this presentation, other than statements of historical facts, may constitute forward-looking statements, within the meaning of the Private Securities Litigation Reform Act of 1995. These statements include, but are not limited to, CenterState’s plans, objectives, expectations and intentions, and other sta

July 30, 2019 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

8-K 1 csfl-8k20190730.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) July 30, 2019 CENTERSTATE BANK CORPORATION (Exact name of registrant as specified in its charter) Florida 000-32017 59-3606741 (State or other jurisdictio

July 23, 2019 EX-99.1

CenterState Bank Corporation Announces Second Quarter 2019 Earnings Results (all amounts are in thousands, except per share data, or unless otherwise noted)

EX-99.1 2 csfl-ex9916.htm EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE July 23, 2019 CenterState Bank Corporation Announces Second Quarter 2019 Earnings Results (all amounts are in thousands, except per share data, or unless otherwise noted) WINTER HAVEN, FL. – July 23, 2019 - CenterState Bank Corporation (Nasdaq: CSFL) (the “Company” or “CenterState”) reported net income of $54,523, or diluted earn

July 23, 2019 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 csfl-8k20190630.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) July 23, 2019 CENTERSTATE BANK CORPORATION (Exact name of registrant as specified in its charter) Florida 000-32017 59-3606741 (State or other jurisdictio

July 22, 2019 8-K

Other Events

8-K 1 csfl-8k20190722.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) July 18, 2019 CENTERSTATE BANK CORPORATION (Exact name of registrant as specified in its charter) Florida 000-32017 59-3606741 (State or other jurisdictio

July 5, 2019 EX-99.1

CenterState Bank Corporation To announce Second Quarter 2019 Earnings Results on July 23, 2019

EX-99.1 2 csfl-ex9916.htm EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE July 5, 2019 CenterState Bank Corporation To announce Second Quarter 2019 Earnings Results on July 23, 2019 WINTER HAVEN, FL. – July 5, 2019 - CenterState Bank Corporation (NASDAQ: CSFL) announced today that it will release second quarter earnings results on Tuesday, July 23, 2019, after the market closes. Upon release, investors

July 5, 2019 8-K

Financial Statements and Exhibits

8-K 1 csfl-8k20190705.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) July 5, 2019 CENTERSTATE BANK CORPORATION (Exact name of registrant as specified in its charter) Florida 000-32017 59-3606741 (State or other jurisdiction

May 21, 2019 8-K

Financial Statements and Exhibits

8-K 1 csfl-8k20190520.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) May 20, 2019 CENTERSTATE BANK CORPORATION (Exact name of registrant as specified in its charter) Florida 000-32017 59-3606741 (State or other jurisdiction

May 21, 2019 EX-99.1

CenterState Bank Corporation Announces Increase in Shares Subject to its Stock Repurchase Program

FOR IMMEDIATE RELEASE Exhibit 99.1 May 21, 2019 CenterState Bank Corporation Announces Increase in Shares Subject to its Stock Repurchase Program WINTER HAVEN, FL. – May 21, 2019- CenterState Bank Corporation (NASDAQ: CSFL) announced today that it had increased the number of shares subject to its stock repurchase program to up to 6,500,000 shares of the Company’s outstanding common stock, which re

May 2, 2019 10-Q

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 Form 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2019 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 000-32017 CENTERSTA

April 30, 2019 EX-99.1

Forward Looking Statements Information in this presentation, other than statements of historical facts, may constitute forward-looking statements, within the meaning of the Private Securities Litigation Reform Act of 1995. These statements include, b

EX-99.1 2 csfl-ex9916.htm EX-99.1 1st Quarter 2019 Investor Presentation Exhibit 99.1 Forward Looking Statements Information in this presentation, other than statements of historical facts, may constitute forward-looking statements, within the meaning of the Private Securities Litigation Reform Act of 1995. These statements include, but are not limited to, CenterState’s plans, objectives, expectat

April 30, 2019 8-K

Financial Statements and Exhibits

8-K 1 csfl-8k20190430.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) April 30, 2019 CENTERSTATE BANK CORPORATION (Exact name of registrant as specified in its charter) Florida 000-32017 59-3606741 (State or other jurisdicti

April 25, 2019 8-K

Other Events

8-K 1 csfl-8k20190425.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) April 25, 2019 CENTERSTATE BANK CORPORATION (Exact name of registrant as specified in its charter) Florida 000-32017 59-3606741 (State or other jurisdicti

April 25, 2019 EX-99.1

Forward Looking Statements Information in this presentation, other than statements of historical facts, may constitute forward-looking statements, within the meaning of the Private Securities Litigation Reform Act of 1995. These statements include, b

EX-99.1 2 csfl-ex9916.htm EX-99.1 Annual Shareholders’ Meeting April 25, 2019 Exhibit 99.1 Forward Looking Statements Information in this presentation, other than statements of historical facts, may constitute forward-looking statements, within the meaning of the Private Securities Litigation Reform Act of 1995. These statements include, but are not limited to, CenterState’s plans, objectives, exp

April 25, 2019 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) April 25, 2019 CENTERSTATE BANK CORPORATION (Exact name of registrant as specified in its charter) Florida 000-32017 59-3606741 (State or other jurisdiction of incorporation) (Commissi

April 23, 2019 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

8-K 1 csfl-8k20190423.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) April 23, 2019 CENTERSTATE BANK CORPORATION (Exact name of registrant as specified in its charter) Florida 000-32017 59-3606741 (State or other jurisdicti

April 23, 2019 EX-99.2

Overview of Franchise 3 Auburn Sarasota Vero Beach Daytona Beach 85 20 95 16 65 59 75 10 75 4 Pensacola Gainesville Established in 2000 Ticker Symbol: CSFL (NASDAQ) Headquartered in Winter Haven, FL on the I-4 Corridor (1) $16.9B in assets $11.7B in

EX-99.2 3 csfl-ex9927.htm EX-99.2 First Quarter 2019 Earnings Call Presentation Exhibit 99.2 Forward Looking Statements Information in this presentation that are not statements of historical fact constitute forward-looking statements for which CenterState claims the protection of the safe harbor provisions contained in the Private Securities Litigation Reform Act of 1995 (the “Act”), notwithstandi

April 23, 2019 EX-99.1

CenterState Bank Corporation Announces First Quarter 2019 Earnings Results (all amounts are in thousands, except per share data, or unless otherwise noted)

EX-99.1 2 csfl-ex9916.htm EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE April 23, 2019 CenterState Bank Corporation Announces First Quarter 2019 Earnings Results (all amounts are in thousands, except per share data, or unless otherwise noted) WINTER HAVEN, FL. – April 23, 2019 - CenterState Bank Corporation (Nasdaq: CSFL) (the “Company” or “CenterState”) reported net income of $44,643, or diluted ear

April 5, 2019 8-K

Financial Statements and Exhibits

8-K 1 csfl-8k20190405.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) April 5, 2019 CENTERSTATE BANK CORPORATION (Exact name of registrant as specified in its charter) Florida 000-32017 59-3606741 (State or other jurisdictio

April 5, 2019 EX-99.1

CenterState Bank Corporation To announce First Quarter 2019 Earnings Results on April 23, 2019

Exhibit 99.1 FOR IMMEDIATE RELEASE April 5, 2019 CenterState Bank Corporation To announce First Quarter 2019 Earnings Results on April 23, 2019 WINTER HAVEN, FL. – April 5, 2019 - CenterState Bank Corporation (NASDAQ: CSFL) announced today that it will release first quarter earnings results on Tuesday, April 23, 2019, after the market closes. Upon release, investors may access a copy of CenterStat

April 1, 2019 POS AM

Form S-3

POS AM 1 d728120dposam.htm POS AM Table of Contents As filed with the Securities and Exchange Commission on April 1, 2019 Registration No. 333-229159 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 2 TO FORM S-4 ON FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 CenterState Bank Corporation (Exact name of registrant as specified

April 1, 2019 S-8 POS

Form S-8

S-8 POS 1 d728263ds8pos.htm S-8 POS As filed with the Securities and Exchange Commission on April 1, 2019 Registration No. 333-229159 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-4 ON FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 CENTERSTATE BANK CORPORATION (Exact name of registrant as specified in its charter)

April 1, 2019 EX-99.1

CenterState Bank Corporation Completes Acquisition of National Commerce Corporation

EX-99.1 3 csfl-ex99120.htm EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE April 1, 2019 CenterState Bank Corporation Completes Acquisition of National Commerce Corporation WINTER HAVEN, FL. – April 1, 2019 /PR Newswire - CenterState Bank Corporation (NASDAQ: CSFL) (“CenterState” or the “Company”) announced today that it completed its acquisition of National Commerce Corporation (NASDAQ: NCOM) (“NCOM”)

April 1, 2019 EX-99.3

UNAUDITED PRO FORMA COMBINED CONSOLIDATED FINANCIAL INFORMATION

EX-99.3 5 csfl-ex99321.htm EX-99.3 Exhibit 99.3 UNAUDITED PRO FORMA COMBINED CONSOLIDATED FINANCIAL INFORMATION The following unaudited pro forma combined consolidated financial information and accompanying notes show the impact on the financial conditions and results of operations of CenterState Bank Corporation (“CSFL”) and National Commerce Corporation (“NCOM”) and have been prepared to illustr

April 1, 2019 EX-99.2

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Exhibit 99.2 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Board of Directors and Shareholders National Commerce Corporation and subsidiaries Birmingham, Alabama Opinion on the Financial Statements We have audited the accompanying consolidated balance sheets of National Commerce Corporation and subsidiaries (the “Company”), as of December 31, 2018 and 2017, and the related consoli

April 1, 2019 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Other Events, 8-K

8-K 1 csfl-8k20190401.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) April 1, 2019 CENTERSTATE BANK CORPORATION (Exact name of registrant as specified in its charter) Florida 000-32017 59-3606741 (State or other jurisdictio

March 12, 2019 DEFA14A

CSFL / Centerstate Banks, Inc. DEFA14A

DEFA14A 1 d714372ddefa14a.htm DEFA14A SCHEDULE 14A INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(

March 12, 2019 DEF 14A

CSFL / Centerstate Banks, Inc. DEF 14A

DEF 14A 1 d684711ddef14a.htm DEF 14A SCHEDULE 14A INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e

March 12, 2019 8-K

Other Events

8-K 1 csfl-8k20190312.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) March 12, 2019 CENTERSTATE BANK CORPORATION (Exact name of registrant as specified in its charter) Florida 000-32017 59-3606741 (State or other jurisdicti

March 7, 2019 8-K

Submission of Matters to a Vote of Security Holders

8-K 1 csfl-8k20190307.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) March 7, 2019 CENTERSTATE BANK CORPORATION (Exact name of registrant as specified in its charter) Florida 000-32017 59-3606741 (State or other jurisdictio

February 28, 2019 10-K

Annual Report - 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2018 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 000-32017 CENTERSTATE BANK CORPORATION (Name of registrant as specifi

February 28, 2019 EX-21.1

List of Subsidiaries of CenterState Bank Corporation

Exhibit 21.1 CenterState Bank Corporation Form 10-K For Fiscal Year Ended December 31, 2018 Subsidiaries of Registrant CenterState Bank, National Association, organized under the laws of the United States R4ALL, Inc., organized under the laws of the State of Florida CSFL Insurance Corp., organized under the laws of the State of South Carolina

February 26, 2019 425

CSFL / Centerstate Banks, Inc. 8-K (Prospectus)

425 1 csfl-8k20190221.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) February 21, 2019 CENTERSTATE BANK CORPORATION (Exact name of registrant as specified in its charter) Florida 000-32017 59-3606741 (State or other jurisdi

February 26, 2019 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) February 21, 2019 CENTERSTATE BANK CORPORATION (Exact name of registrant as specified in its charter) Florida 000-32017 59-3606741 (State or other jurisdiction of incorporation) (Commi

February 13, 2019 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Other Events

8-K 1 csfl-8k20190213.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) February 13, 2019 CENTERSTATE BANK CORPORATION (Exact name of registrant as specified in its charter) Florida 000-32017 59-3606741 (State or other jurisdi

February 13, 2019 EX-99.1

Established in 2000 Ticker Symbol: CSFL (NASDAQ) Headquartered in Winter Haven, FL on the I-4 Corridor $12.3B in assets $8.3B in loans $9.5B in deposits 126 branches (1) Overview of Franchise Financial data as of December 31, 2018 (1)Branches as of 0

EX-99.1 2 csfl-ex9916.htm EX-99.1 4th Quarter 2018 Investor Presentation Exhibit 99.1 Forward Looking Statements Information in this presentation that are not statements of historical fact constitute forward-looking statements for which CenterState claims the protection of the safe harbor provisions contained in the Private Securities Litigation Reform Act of 1995 (the “Act”), notwithstanding that

February 13, 2019 425

CSFL / Centerstate Banks, Inc. 8-K (Prospectus)

425 1 csfl-8k20190213.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) February 13, 2019 CENTERSTATE BANK CORPORATION (Exact name of registrant as specified in its charter) Florida 000-32017 59-3606741 (State or other jurisdi

February 13, 2019 EX-99.1

Established in 2000 Ticker Symbol: CSFL (NASDAQ) Headquartered in Winter Haven, FL on the I-4 Corridor $12.3B in assets $8.3B in loans $9.5B in deposits 126 branches (1) Overview of Franchise Financial data as of December 31, 2018 (1)Branches as of 0

4th Quarter 2018 Investor Presentation Exhibit 99.1 Forward Looking Statements Information in this presentation that are not statements of historical fact constitute forward-looking statements for which CenterState claims the protection of the safe harbor provisions contained in the Private Securities Litigation Reform Act of 1995 (the “Act”), notwithstanding that such statements are not specifica

February 11, 2019 SC 13G

CSFL / Centerstate Banks, Inc. / VANGUARD GROUP INC Passive Investment

SC 13G 1 centerstatebankcorp.htm SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 0 )* Name of issuer: CenterState Bank Corp Title of Class of Securities: Common Stock CUSIP Number: 15201P109 Date of Event Which Requires Filing of this Statement: December 31, 2018 Check the appropriate box to designate the rule pursuan

February 5, 2019 8-K

Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) February 5, 2019 CENTERSTATE BANK CORPORATION (Exact name of registrant as specified in its charter) Florida 000-32017 59-3606741 (State or other jurisdiction of incorporation) (Commis

February 5, 2019 EX-99.1

Forward Looking Statements This presentation contains “forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995. In general, forward-looking statements usually use words such as “may,” “believe,” “expect,” “antic

ATLANTA MARKET MEDIA INFORMATION Forward Looking Statements Presentation - Our Pro Forma Company - Pro Forma Florida, Georgia and Alabama Footprint - Premier Southeast Franchise - Pro Forma Loan Composition - Pro Forma Deposit Composition Executive Profile History and Story Expanded Presence in Atlanta MSA Additional Information Exhibit 99.

February 5, 2019 425

CSFL / Centerstate Banks, Inc. 8-K (Prospectus)

425 1 csfl-8k20190205.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) February 5, 2019 CENTERSTATE BANK CORPORATION (Exact name of registrant as specified in its charter) Florida 000-32017 59-3606741 (State or other jurisdic

February 5, 2019 EX-99.1

Forward Looking Statements This presentation contains “forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995. In general, forward-looking statements usually use words such as “may,” “believe,” “expect,” “antic

ATLANTA MARKET MEDIA INFORMATION Forward Looking Statements Presentation - Our Pro Forma Company - Pro Forma Florida, Georgia and Alabama Footprint - Premier Southeast Franchise - Pro Forma Loan Composition - Pro Forma Deposit Composition Executive Profile History and Story Expanded Presence in Atlanta MSA Additional Information Exhibit 99.

January 28, 2019 424B3

MERGER PROPOSED — YOUR VOTE IS VERY IMPORTANT

Table of Contents Filed Pursuant to Rule 424(b)(3) File No. 333-229159 CENTERSTATE BANK CORPORATION NATIONAL COMMERCE CORPORATION MERGER PROPOSED — YOUR VOTE IS VERY IMPORTANT Dear CenterState Bank Corporation Shareholders and National Commerce Corporation Stockholders: CenterState Bank Corporation (“CenterState”) and National Commerce Corporation (“NCC”) entered into an Agreement and Plan of Merg

January 25, 2019 8-K

Other Events

8-K 1 csfl-8k20190125.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) January 25, 2019 CENTERSTATE BANK CORPORATION (Exact name of registrant as specified in its charter) Florida 000-32017 59-3606741 (State or other jurisdic

January 25, 2019 425

CSFL / Centerstate Banks, Inc. 8-K (Prospectus)

425 1 csfl-8k20190125.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) January 25, 2019 CENTERSTATE BANK CORPORATION (Exact name of registrant as specified in its charter) Florida 000-32017 59-3606741 (State or other jurisdic

January 22, 2019 EX-99.1

CenterState Bank Corporation Announces Fourth Quarter 2018 Earnings Results (all amounts are in thousands, except per share data, or unless otherwise noted)

Exhibit 99.1 FOR IMMEDIATE RELEASE January 22, 2019 CenterState Bank Corporation Announces Fourth Quarter 2018 Earnings Results (all amounts are in thousands, except per share data, or unless otherwise noted) WINTER HAVEN, FL. – January 22, 2019 - CenterState Bank Corporation (Nasdaq: CSFL) (the “Company” or “CenterState”) reported net income of $50,651, or diluted earnings per share of $0.52, for

January 22, 2019 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) January 22, 2019 CENTERSTATE BANK CORPORATION (Exact name of registrant as specified in its charter) Florida 000-32017 59-3606741 (State or other jurisdiction of incorporation) (Commission file numb

January 22, 2019 425

CSFL / Centerstate Banks, Inc. 8-K (Prospectus)

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) January 22, 2019 CENTERSTATE BANK CORPORATION (Exact name of registrant as specified in its charter) Florida 000-32017 59-3606741 (State or other jurisdiction of incorporation) (Commission file numb

January 22, 2019 EX-99.1

CenterState Bank Corporation Announces Fourth Quarter 2018 Earnings Results (all amounts are in thousands, except per share data, or unless otherwise noted)

Exhibit 99.1 FOR IMMEDIATE RELEASE January 22, 2019 CenterState Bank Corporation Announces Fourth Quarter 2018 Earnings Results (all amounts are in thousands, except per share data, or unless otherwise noted) WINTER HAVEN, FL. – January 22, 2019 - CenterState Bank Corporation (Nasdaq: CSFL) (the “Company” or “CenterState”) reported net income of $50,651, or diluted earnings per share of $0.52, for

January 18, 2019 8-K

Current Report

8-K 1 csfl-8k20190118.htm 8-K SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) January 18, 2019 CENTERSTATE BANK CORPORATION (Exact name of registrant as specified in its charter) Florida 000-32017 59-3606741 (State or other jurisdiction of incorp

January 8, 2019 EX-99.2

Form of Proxy to be used at the NCC Special Meeting.

EX-99.2 12 d659828dex992.htm EX-99.2 Exhibit 99.2 National Commerce Corporation 600 Luckie Drive, Suite 350 Birmingham, Alabama 35223 VOTE BY INTERNET—www.proxyvote.com Use the Internet to transmit your voting instructions and for electronic delivery of information up until 11:59 P.M. Central Time on [•], 2019, the cut-off date before the meeting date. Have your proxy card in hand when you access

January 8, 2019 EX-10.9

Non-Competition Agreement, dated as of November 23, 2018, by and between CenterState Bank Corporation, CenterState Bank, N.A., National Commerce Corporation and National Bank of Commerce and John H. Holcomb, III.

EX-10.9 5 d659828dex109.htm EX-10.9 Exhibit 10.9 NON-COMPETITION AGREEMENT THIS NON-COMPETITION AGREEMENT dated as of November 23, 2018 (the “Agreement”) is made and entered into by and between National Commerce Corporation (“NCOM”), National Bank of Commerce (“NBC”) and CenterState Bank Corporation (“CenterState”) and CenterState Bank, N.A. (“CenterState Bank”) and John H. Holcomb, III (“Executiv

January 8, 2019 EX-23.7

Consent of Dixon Hughes Goodman LLP.

EX-23.7 Exhibit 23.7 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in this Registration Statement on Form S-4 of CenterState Bank Corporation of our reports dated December 13, 2017, with respect to the consolidated financial statements of Charter Financial Corporation (the “Company”) and the effectiveness of internal control over financial re

January 8, 2019 EX-99.1

Form of Proxy to be used at the CenterState Special Meeting.

EX-99.1 Exhibit 99.1 CENTERSTATE BANK CORPORATION Special Meeting of Shareholders , 2019 This proxy is solicited by the Board of Directors The undersigned hereby appoints Stephen D. Young and Jennifer L. Idell, or either of them, with individual power of substitution, proxies to vote all shares of the common stock of CenterState Bank Corporation (“CenterState”) which the undersigned may be entitle

January 8, 2019 EX-99.4

Consent of Keefe, Bruyette & Woods, Inc.

EX-99.4 14 d659828dex994.htm EX-99.4 Exhibit 99.4 CONSENT OF KEEFE, BRUYETTE & WOODS, INC. We hereby consent to the inclusion of our opinion letter to the Board of Directors of National Commerce Corporation (“National Commerce”), as Appendix C to the Joint Proxy Statement/Prospectus which forms a part of the Registration Statement on Form S-4 filed on the date hereof (the “Registration Statement”)

January 8, 2019 EX-99.3

Consent of Raymond James & Associates, Inc.

Exhibit 99.3 January 7, 2019 Board of Directors of CenterState Bank Corporation 1101 First Street South Winter Haven, FL 33880 Members of the Board: Raymond James & Associates, Inc. (“Raymond James”) consents to the inclusion and description of our opinion letter, delivered to the Board of Directors of CenterState Bank Corporation and dated November 23, 2018, in the Joint Proxy Statement/Prospectu

January 8, 2019 S-4

Powers of attorney (incorporated by reference to the signature page to the Form S-4 filed on January 8, 2019).

S-4 1 d659828ds4.htm FORM S-4 Table of Contents As filed with the Securities and Exchange Commission on January 7, 2019. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 CENTERSTATE BANK CORPORATION (Name of Registrant as specified in its charter) Florida 6022 59-3606741 (State or other juri

January 8, 2019 EX-23.8

Consent of Porter Keadle Moore, LLC.

EX-23.8 Exhibit 23.8 CONSENT OF INDEPENDENT AUDITOR We consent to the incorporation by reference in this Registration Statement on Form S-4 of CenterState Bank Corporation of our report dated February 13, 2018 relating to the consolidated financial statements of Landmark Bancshares, Inc. and subsidiary, incorporated by reference in this Registration Statement on Form S-4. We also consent to the re

January 3, 2019 EX-99.1

CenterState Bank Corporation To announce Fourth Quarter 2018 Earnings Results on January 22, 2019

EX-99.1 2 csfl-ex9916.htm EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE January 3, 2019 CenterState Bank Corporation To announce Fourth Quarter 2018 Earnings Results on January 22, 2019 WINTER HAVEN, FL. – January 3, 2019 - CenterState Bank Corporation (NASDAQ: CSFL) announced today that it will release fourth quarter earnings results on Tuesday, January 22, 2019, after the market closes. Upon releas

January 3, 2019 8-K

Financial Statements and Exhibits

8-K 1 csfl-8k20190103.htm 8-K SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) January 3, 2019 CENTERSTATE BANK CORPORATION (Exact name of registrant as specified in its charter) Florida 000-32017 59-3606741 (State or other jurisdiction of incorpo

November 26, 2018 EX-99.1

CenterState Bank Corporation Announces Acquisition of National Commerce Corporation

Exhibit 99.1 FOR IMMEDIATE RELEASE CenterState Bank Corporation Announces Acquisition of National Commerce Corporation WINTER HAVEN, Fla. and BIRMINGHAM, Ala., November 26, 2018 /PRNewswire/ - CenterState Bank Corporation (Nasdaq-GS: CSFL) ("CenterState" or the "Company") and National Commerce Corporation (Nasdaq: NCOM) ("National Commerce"), jointly announced today the signing of a definitive agr

November 26, 2018 EX-99.2

Forward Looking Statements This presentation contains “forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995. In general, forward-looking statements usually use words such as “may,” “believe,” “expect,” “antic

Merger with National Commerce Corporation November 26, 2018 Exhibit 99.2 Forward Looking Statements This presentation contains “forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995. In general, forward-looking statements usually use words such as “may,” “believe,” “expect,” “anticipate,” “intend,” “will,” “should,” “plan,” “estimate,” “predict,” “continue”

November 26, 2018 EX-10.2

Employment Agreement between CenterState Bank Corporation and William E. Matthews V *

Exhibit 10.2 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (this "Agreement") is entered into as of this 23rd day of November 2018 but shall be effective upon the Effective Time (as defined in the Merger Agreement defined below) (hereinafter the “Employment Date”), by and between CenterState Bank, N.A., a national banking association (the "Bank"), and William E. Matthews, V (the "Executive"). WHE

November 26, 2018 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events

8-K 1 csfl-8k20181123.htm 8-K SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): November 23, 2018 CENTERSTATE BANK CORPORATION (Exact name of registrant as specified in its charter) Florida (State or other jurisdiction of incorporation) 000-32017

November 26, 2018 EX-2.1

Agreement and Plan of Merger, dated as of November 23, 2018, by and between CenterState Bank Corporation and National Commerce Corporation

Exhibit 2.1 AGREEMENT AND PLAN OF MERGER by and between CENTERSTATE BANK CORPORATION and NATIONAL COMMERCE CORPORATION Dated as of November 23, 2018 AGREEMENT AND PLAN OF MERGER This Agreement and Plan of Merger (this “Agreement”) is dated as of November 23, 2018, by and between CenterState Bank Corporation, a Florida corporation (“CenterState”), and National Commerce Corporation, a Delaware corpo

November 26, 2018 EX-10.1

Employment Agreement between CenterState Bank Corporation and Richard Murray IV *

Exhibit 10.1 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (this "Agreement") is entered into as of this 23rd day of November 2018 but shall be effective upon the Effective Time (as defined in the Merger Agreement defined below) (hereinafter the “Employment Date”), by and between CenterState Bank, N.A., a national banking association (the "Bank"), and Richard Murray, IV (the "Executive"). WHEREAS

November 26, 2018 EX-2.1

Agreement and Plan of Merger by and between CenterState Bank Corporation and National Commerce Corporation (Incorporated by reference to Exhibit 2.1 to the Company’s Form 8-K filed on November 26, 2018)

EX-2.1 2 csfl-ex218.htm EX-2.1 Exhibit 2.1 AGREEMENT AND PLAN OF MERGER by and between CENTERSTATE BANK CORPORATION and NATIONAL COMMERCE CORPORATION Dated as of November 23, 2018 AGREEMENT AND PLAN OF MERGER This Agreement and Plan of Merger (this “Agreement”) is dated as of November 23, 2018, by and between CenterState Bank Corporation, a Florida corporation (“CenterState”), and National Commerc

November 26, 2018 EX-10.1

Employment Agreement, dated as of November 23, 2018, by and between CenterState Bank, N.A. and Richard Murray, IV

EX-10.1 3 csfl-ex1017.htm EX-10.1 Exhibit 10.1 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (this "Agreement") is entered into as of this 23rd day of November 2018 but shall be effective upon the Effective Time (as defined in the Merger Agreement defined below) (hereinafter the “Employment Date”), by and between CenterState Bank, N.A., a national banking association (the "Bank"), and Richard Mur

November 26, 2018 EX-99.2

Forward Looking Statements This presentation contains “forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995. In general, forward-looking statements usually use words such as “may,” “believe,” “expect,” “antic

EX-99.2 6 csfl-ex99290.htm EX-99.2 Merger with National Commerce Corporation November 26, 2018 Exhibit 99.2 Forward Looking Statements This presentation contains “forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995. In general, forward-looking statements usually use words such as “may,” “believe,” “expect,” “anticipate,” “intend,” “will,” “should,” “plan,

November 26, 2018 425

CSFL / Centerstate Banks, Inc. 8-K (Prospectus)

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): November 23, 2018 CENTERSTATE BANK CORPORATION (Exact name of registrant as specified in its charter) Florida (State or other jurisdiction of incorporation) 000-32017 (Commission file number) 59-36

November 26, 2018 EX-10.2

Employment Agreement, dated as of November 23, 2018, by and between CenterState Bank, N.A. and William E. Matthews, V

Exhibit 10.2 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (this "Agreement") is entered into as of this 23rd day of November 2018 but shall be effective upon the Effective Time (as defined in the Merger Agreement defined below) (hereinafter the “Employment Date”), by and between CenterState Bank, N.A., a national banking association (the "Bank"), and William E. Matthews, V (the "Executive"). WHE

November 26, 2018 EX-99.1

CenterState Bank Corporation Announces Acquisition of National Commerce Corporation

EX-99.1 5 csfl-ex99193.htm EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE CenterState Bank Corporation Announces Acquisition of National Commerce Corporation WINTER HAVEN, Fla. and BIRMINGHAM, Ala., November 26, 2018 /PRNewswire/ - CenterState Bank Corporation (Nasdaq-GS: CSFL) ("CenterState" or the "Company") and National Commerce Corporation (Nasdaq: NCOM) ("National Commerce"), jointly announced to

November 7, 2018 8-K

Financial Statements and Exhibits

8-K 1 csfl-8k20181106.htm 8-K Q3 INVESTOR PRESENTATION SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) November 7, 2018 CENTERSTATE BANK CORPORATION (Exact name of registrant as specified in its charter) Florida 000-32017 59-3606741 (State or oth

November 7, 2018 EX-99.1

Forward Looking Statements Information in this presentation, other than statements of historical facts, may constitute forward-looking statements, within the meaning of the Private Securities Litigation Reform Act of 1995. These statements include, b

EX-99.1 2 csfl-ex9916.htm EX-99.1 3rd Quarter 2018 Investor Presentation Exhibit 99.1 Forward Looking Statements Information in this presentation, other than statements of historical facts, may constitute forward-looking statements, within the meaning of the Private Securities Litigation Reform Act of 1995. These statements include, but are not limited to, CenterState’s plans, objectives, expectat

November 1, 2018 10-Q

Quarterly Report - 10-Q

U.S. SECURTIES AND EXCHANGE COMMISSION Washington, D. C. 20549 Form 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2018 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 000-32017 CENTERSTATE BAN

October 30, 2018 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) October 30, 2018 CENTERSTATE BANK CORPORATION (Exact name of registrant as specified in its charter) Florida 000-32017 59-3606741 (State or other jurisdiction of incorporation) (Commission file numb

October 30, 2018 EX-99.1

CenterState Bank Corporation Announces Third Quarter 2018 Earnings Results (all amounts are in thousands, except per share data, or unless otherwise noted)

EX-99.1 2 csfl-ex9916.htm EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE October 30, 2018 CenterState Bank Corporation Announces Third Quarter 2018 Earnings Results (all amounts are in thousands, except per share data, or unless otherwise noted) WINTER HAVEN, FL. – October 30, 2018 - CenterState Bank Corporation (Nasdaq: CSFL) reported net income of $37,985, or diluted earnings per share of $0.43, for

October 19, 2018 8-K

Other Events

8-K 1 csfl-8k20181018.htm 8-K SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) October 18, 2018 CENTERSTATE BANK CORPORATION (Exact name of registrant as specified in its charter) Florida 000-32017 59-3606741 (State or other jurisdiction of incorp

October 3, 2018 EX-99.1

CenterState Bank Corporation To announce Third Quarter 2018 Earnings Results on October 30, 2018

EX-99.1 2 csfl-ex9916.htm EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE October 3, 2018 CenterState Bank Corporation To announce Third Quarter 2018 Earnings Results on October 30, 2018 WINTER HAVEN, FL. – October 3, 2018 - CenterState Bank Corporation (NASDAQ: CSFL) announced today that it will release third quarter earnings results on Tuesday, October 30, 2018, after the market closes. Upon release,

October 3, 2018 8-K

Financial Statements and Exhibits

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) October 3, 2018 CENTERSTATE BANK CORPORATION (Exact name of registrant as specified in its charter) Florida 000-32017 59-3606741 (State or other jurisdiction of incorporation) (Commission file numbe

September 20, 2018 8-K/A

Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): September 20, 2018 (September 1, 2018) CENTERSTATE BANK CORPORATION (Exact name of registrant as specified in its charter) Florida 000-32017 59-3606741 (State or other jurisdiction of incorporati

September 20, 2018 EX-99.4

UNAUDITED PRO FORMA COMBINED CONSOLIDATED FINANCIAL INFORMATION

EX-99.4 3 csfl-ex9947.htm EX-99.4 Exhibit 99.4 UNAUDITED PRO FORMA COMBINED CONSOLIDATED FINANCIAL INFORMATION The following unaudited pro forma combined consolidated financial information and accompanying notes show the impact on the financial conditions and results of operations of CenterState and Charter and have been prepared to illustrate the effects of the merger under the acquisition method

September 4, 2018 EX-99.1

CenterState Bank Corporation Completes Acquisition of Charter Financial Corporation and expands branch network to Alabama and Georgia

Exhibit 99.1 FOR IMMEDIATE RELEASE September 4, 2018 CenterState Bank Corporation Completes Acquisition of Charter Financial Corporation and expands branch network to Alabama and Georgia WINTER HAVEN, FL. – September 4, 2018 - CenterState Bank Corporation (NASDAQ: CSFL) (“CenterState”) announced today that it completed its acquisition of Charter Financial Corp. (“Charter”), effective as of Septemb

September 4, 2018 8-K

Financial Statements and Exhibits, Other Events

8-K 1 csfl-8k20180901.htm 8-K SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): September 4, 2018 (September 1, 2018) CENTERSTATE BANK CORPORATION (Exact name of registrant as specified in its charter) Florida 000-32017 59-3606741 (State or other

August 21, 2018 8-K

Current Report

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) August 21, 2018 CENTERSTATE BANK CORPORATION (Exact name of registrant as specified in its charter) Florida 000-32017 59-3606741 (State or other jurisdiction of incorporation) (Commission file numbe

August 21, 2018 425

CSFL / Centerstate Banks, Inc. 8-K (Prospectus)

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) August 21, 2018 CENTERSTATE BANK CORPORATION (Exact name of registrant as specified in its charter) Florida 000-32017 59-3606741 (State or other jurisdiction of incorporation) (Commission file numbe

August 2, 2018 10-Q

Quarterly Report - 10-Q

10-Q 1 csfl-10q20180630.htm 10-Q U.S. SECURTIES AND EXCHANGE COMMISSION Washington, D. C. 20549 Form 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2018 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file numb

July 31, 2018 EX-99.1

Established in 2000 Ticker Symbol: CSFL (NASDAQ) Headquartered in Winter Haven, FL on the I-4 Corridor $10.5B in assets $7.0B in loans $8.2B in deposits 106 branches (1) Tampa Jacksonville Winter Haven Miami Ocala Gainesville Sarasota Daytona Beach S

2nd Quarter 2018 Investor Presentation Exhibit 99.1 Forward Looking Statements This presentation contains “forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995. In general, forward-looking statements usually use words such as “may,” “believe,” “expect,” “anticipate,” “intend,” “will,” “should,” “plan,” “estimate,” “predict,” “continue” and “potential” or t

July 31, 2018 8-K

Financial Statements and Exhibits

8-K 1 csfl-8k20180731.htm 8-K SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) July 31, 2018 CENTERSTATE BANK CORPORATION (Exact name of registrant as specified in its charter) Florida 000-32017 59-3606741 (State or other jurisdiction of incorpora

July 31, 2018 EX-99.1

Established in 2000 Ticker Symbol: CSFL (NASDAQ) Headquartered in Winter Haven, FL on the I-4 Corridor $10.5B in assets $7.0B in loans $8.2B in deposits 106 branches (1) Tampa Jacksonville Winter Haven Miami Ocala Gainesville Sarasota Daytona Beach S

EX-99.1 2 csfl-ex9916.htm EX-99.1 2nd Quarter 2018 Investor Presentation Exhibit 99.1 Forward Looking Statements This presentation contains “forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995. In general, forward-looking statements usually use words such as “may,” “believe,” “expect,” “anticipate,” “intend,” “will,” “should,” “plan,” “estimate,” “predict

July 31, 2018 425

CSFL / Centerstate Banks, Inc. 8-K (Prospectus)

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) July 31, 2018 CENTERSTATE BANK CORPORATION (Exact name of registrant as specified in its charter) Florida 000-32017 59-3606741 (State or other jurisdiction of incorporation) (Commission file number)

July 26, 2018 8-K

Other Events

8-K 1 csfl-8k20180726.htm 8-K SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) July 26, 2018 CENTERSTATE BANK CORPORATION (Exact name of registrant as specified in its charter) Florida 000-32017 59-3606741 (State or other jurisdiction of incorpora

July 24, 2018 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 csfl-8k20180724.htm 8-K SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) July 24, 2018 CENTERSTATE BANK CORPORATION (Exact name of registrant as specified in its charter) Florida 000-32017 59-3606741 (State or other jurisdiction of incorpora

July 24, 2018 EX-99.1

CenterState Bank Corporation Announces Second Quarter 2018 Earnings Results (all amounts are in thousands, except per share data, or unless otherwise noted)

EX-99.1 2 csfl-ex9916.htm EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE July 24, 2018 CenterState Bank Corporation Announces Second Quarter 2018 Earnings Results (all amounts are in thousands, except per share data, or unless otherwise noted) WINTER HAVEN, FL. – July 24, 2018 - CenterState Bank Corporation (Nasdaq: CSFL) reported net income of $32,163, or diluted earnings per share of $0.38, for the

July 24, 2018 EX-99.1

CenterState Bank Corporation Announces Second Quarter 2018 Earnings Results (all amounts are in thousands, except per share data, or unless otherwise noted)

EX-99.1 2 csfl-ex9916.htm EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE July 24, 2018 CenterState Bank Corporation Announces Second Quarter 2018 Earnings Results (all amounts are in thousands, except per share data, or unless otherwise noted) WINTER HAVEN, FL. – July 24, 2018 - CenterState Bank Corporation (Nasdaq: CSFL) reported net income of $32,163, or diluted earnings per share of $0.38, for the

July 24, 2018 425

CSFL / Centerstate Banks, Inc. 8-K (Prospectus)

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) July 24, 2018 CENTERSTATE BANK CORPORATION (Exact name of registrant as specified in its charter) Florida 000-32017 59-3606741 (State or other jurisdiction of incorporation) (Commission file number)

July 18, 2018 424B3

MERGER PROPOSED – YOUR VOTE IS VERY IMPORTANT

424B3 1 d595776d424b3.htm 424B3 Table of Contents Filed Pursuant to Rule 424(b)(3) File No. 333-225541 CENTERSTATE BANK CORPORATION CHARTER FINANCIAL CORPORATION MERGER PROPOSED – YOUR VOTE IS VERY IMPORTANT Dear Charter Stockholders: Charter Financial Corporation (“Charter”) and CenterState Bank Corporation (“CenterState”) entered into an Agreement and Plan of Merger dated April 24, 2018 that pro

July 17, 2018 EX-99.2

Consent of Sandler O’Neill & Partners, L.P.

EX-99.2 Exhibit 99.2 CONSENT OF SANDLER O’NEILL & PARTNERS, L.P. We hereby consent to the inclusion of our opinion letter to the Board of Directors of Charter Financial Corporation (the “Company”) as an Appendix to the Proxy Statement/Prospectus relating to the proposed merger of the Company with CenterState Bank Corporation contained in Amendment No. 1 to the Registration Statement on Form S-4, a

July 17, 2018 EX-99.1

Form of Proxy to be used at the Charter Special Meeting.

EX-99.1 Exhibit 99.1 Charter Financial Corp. P. O. Box 472 West Point, GA 31833 VOTE BY INTERNET - www.proxyvote.com Use the Internet to transmit your voting instructions and for electronic delivery of information up until 11:59 P.M. Eastern Time on August 19, 2018 the cut-off date before the meeting date. Have your proxy card in hand when you access the web site and follow the instructions to obt

July 17, 2018 S-4/A

CSFL / Centerstate Banks, Inc. AMENDMENT NO. 1 TO FORM S-4

S-4/A 1 d595776ds4a.htm AMENDMENT NO. 1 TO FORM S-4 Table of Contents As filed with the Securities and Exchange Commission on July 17, 2018. Registration No. 333-225541 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 AMENDMENT NO. 1 TO FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 CENTERSTATE BANK CORPORATION (Name of Registrant as specified in its charter) Florida 602

July 17, 2018 CORRESP

CSFL / Centerstate Banks, Inc. CORRESP

Acceleration Request July 17, 2018 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, D.C. 20549 Attention: Jessica Livingston Re: CenterState Bank Corporation (the “Company”) Registration Statement on Form S-4 (File No. 333-225541), as amended (the “Registration Statement”) Dear Ms. Livingston: Pursuant to Rule 461 under the Securities A

July 3, 2018 8-K

Financial Statements and Exhibits

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) July 3, 2018 CENTERSTATE BANK CORPORATION (Exact name of registrant as specified in its charter) Florida 000-32017 59-3606741 (State or other jurisdiction of incorporation) (Commission file number)

July 3, 2018 EX-99.1

CenterState Bank Corporation To announce Second Quarter 2018 Earnings Results on July 24, 2018

EX-99.1 2 csfl-ex9916.htm EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE July 3, 2018 CenterState Bank Corporation To announce Second Quarter 2018 Earnings Results on July 24, 2018 WINTER HAVEN, FL. – July 3, 2018 - CenterState Bank Corporation (NASDAQ: CSFL) announced today that it will release second quarter earnings results on Tuesday, July 24, 2018, after the market closes. Upon release, investors

June 8, 2018 EX-99.2

Consent of Sandler O’Neill & Partners, L.P.

EX-99.2 9 d595776dex992.htm EX-99.2 Exhibit 99.2 CONSENT OF SANDLER O’NEILL & PARTNERS, L.P. We hereby consent to the inclusion of our opinion letter to the Board of Directors of Charter Financial Corporation (the “Company”) as an Appendix to the Proxy Statement/Prospectus relating to the proposed merger of the Company with CenterState Bank Corporation contained in the Registration Statement on Fo

June 8, 2018 S-4

CSFL / Centerstate Banks, Inc. FORM S-4

S-4 1 d595776ds4.htm FORM S-4 Table of Contents As filed with the Securities and Exchange Commission on June 8, 2018. Registration No. 333- SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 CENTERSTATE BANK CORPORATION (Name of Registrant as specified in its charter) Florida 6022 59-3606741 (State or other jurisdiction of inc

June 8, 2018 EX-10.5

Employment Agreement, dated as of April 24, 2018 to be effective as of the effective time of the merger, between CenterState Bank and Lee W. Washam.

EX-10.5 5 d595776dex105.htm EX-10.5 Exhibit 10.5 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (this “Agreement”) is entered into as of this 24th day of April, 2018, but shall be effective upon the Effective Time (as defined in the Merger Agreement defined below) (hereinafter the “Employment Date”) by and between CenterState Bank, N.A., a national banking association (the “Bank”), and Lee Washam

May 30, 2018 S-8 POS

CSFL / Centerstate Banks, Inc. S-8 POS

As filed with the Securities and Exchange Commission on May 30, 2018 Registration Nos.

May 30, 2018 S-8 POS

CSFL / Centerstate Banks, Inc. S-8 POS

S-8 POS 1 csfl-s8pos.htm S-8 POS As filed with the Securities and Exchange Commission on May 30, 2018 Registration Nos. 333-62704 333-62706 333-117591 333-135257 333-135258 333-135259 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-8 POST-EFFECTIVE AMENDMENT NO.1 TO: Form S-8 Registration Statement No. 333-62704 Form S-8 Registration Statement No. 333-62706 Form S-8

May 30, 2018 S-8 POS

CSFL / Centerstate Banks, Inc. S-8 POS

As filed with the Securities and Exchange Commission on May 30, 2018 Registration Nos.

May 30, 2018 S-8 POS

CSFL / Centerstate Banks, Inc. S-8 POS

S-8 POS 1 csfl-s8pos.htm S-8 POS As filed with the Securities and Exchange Commission on May 30, 2018 Registration Nos. 333-62704 333-62706 333-117591 333-135257 333-135258 333-135259 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-8 POST-EFFECTIVE AMENDMENT NO.1 TO: Form S-8 Registration Statement No. 333-62704 Form S-8 Registration Statement No. 333-62706 Form S-8

May 30, 2018 S-8 POS

CSFL / Centerstate Banks, Inc. S-8 POS

S-8 POS 1 csfl-s8pos.htm S-8 POS As filed with the Securities and Exchange Commission on May 30, 2018 Registration Nos. 333-62704 333-62706 333-117591 333-135257 333-135258 333-135259 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-8 POST-EFFECTIVE AMENDMENT NO.1 TO: Form S-8 Registration Statement No. 333-62704 Form S-8 Registration Statement No. 333-62706 Form S-8

May 30, 2018 S-8 POS

CSFL / Centerstate Banks, Inc. S-8 POS

S-8 POS 1 csfl-s8pos.htm S-8 POS As filed with the Securities and Exchange Commission on May 30, 2018 Registration Nos. 333-62704 333-62706 333-117591 333-135257 333-135258 333-135259 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-8 POST-EFFECTIVE AMENDMENT NO.1 TO: Form S-8 Registration Statement No. 333-62704 Form S-8 Registration Statement No. 333-62706 Form S-8

May 30, 2018 S-8

Form S-8

S-8 1 csfl-s8.htm S-8 As filed with the Securities and Exchange Commission on May 30, 2018 Registration No. 333- SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 CENTERSTATE BANK CORPORATION (Exact name of registrant as specified in its charter) Florida 59-3606741 (State or other jurisdiction of incorporation) (IRS employer

May 30, 2018 EX-4.7

Articles of Amendment to the Articles of Incorporation increasing the number of authorized common shares from 100,000,000 to 200,000,000 (Incorporated by reference to Exhibit 4.7 to the CenterState Bank Corporation Form S-8 Registration Statement (333-225276), dated May 30, 2018).

Exhibit 4.7 ARTICLES OF AMENDMENT TO ARTICLES OF INCORPORATION OF CENTERSTATE BANK CORPORATION Pursuant to Sections 607.1003 and 1006, Florida Statues, the Articles of Incorporation of CenterState Bank Corporation are hereby amended as follows: FIRST: Section A(1) of Article IV of the Articles of Incorporation is hereby amended by deleting the text thereof in its entirety and substituting the foll

May 30, 2018 EX-10.1

CenterState Bank Corporation 2018 Equity Incentive Plan *

EX-10.1 4 csfl-ex1016.htm EX-10.1 Exhibit 10.1 CENTERSTATE BANK CORPORATION 2018 EQUITY INCENTIVE PLAN 1.Plan Purpose. The purpose of the Plan is to promote the long-term interests of the Company and its shareholders by providing a means for attracting and retaining officers, directors and key employees of the Company and its Affiliates. 2.Definitions. The following definitions are applicable to t

May 7, 2018 8-K

Financial Statements and Exhibits

8-K 1 csfl-8k20180507.htm 8-K SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) May 7, 2018 CENTERSTATE BANK CORPORATION (Exact name of registrant as specified in its charter) Florida 000-32017 59-3606741 (State or other jurisdiction of incorporati

May 7, 2018 EX-99.1

Established in 2000 Ticker Symbol: CSFL (NASDAQ) Headquartered in Winter Haven, FL on the I-4 Corridor $10.3B in assets $6.9B in loans $8.1B in deposits 128 branches (1) Tampa Jacksonville Winter Haven Miami Ocala Gainesville Sarasota Daytona Beach S

EX-99.1 2 csfl-ex9916.htm EX-99.1 1st Quarter 2018 Investor Presentation Exhibit 99.1 Forward Looking Statements This presentation contains “forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995. In general, forward-looking statements usually use words such as “may,” “believe,” “expect,” “anticipate,” “intend,” “will,” “should,” “plan,” “estimate,” “predict

May 7, 2018 EX-99.1

Established in 2000 Ticker Symbol: CSFL (NASDAQ) Headquartered in Winter Haven, FL on the I-4 Corridor $10.3B in assets $6.9B in loans $8.1B in deposits 128 branches (1) Tampa Jacksonville Winter Haven Miami Ocala Gainesville Sarasota Daytona Beach S

EX-99.1 2 csfl-ex9916.htm EX-99.1 1st Quarter 2018 Investor Presentation Exhibit 99.1 Forward Looking Statements This presentation contains “forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995. In general, forward-looking statements usually use words such as “may,” “believe,” “expect,” “anticipate,” “intend,” “will,” “should,” “plan,” “estimate,” “predict

May 7, 2018 425

CSFL / Centerstate Banks, Inc. 8-K (Prospectus)

425 1 csfl-8k20180507.htm 8-K SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) May 7, 2018 CENTERSTATE BANK CORPORATION (Exact name of registrant as specified in its charter) Florida 000-32017 59-3606741 (State or other jurisdiction of incorporati

May 3, 2018 10-Q

CSFL / Centerstate Banks, Inc. 10-Q Q1 2018 (Quarterly Report)

10-Q 1 csfl-10q20180331.htm 10-Q Q1 2018 U.S. SECURTIES AND EXCHANGE COMMISSION Washington, D. C. 20549 Form 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2018 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission

May 3, 2018 EX-2.1

Agreement and Plan of Merger dated April 24, 2018 between Charter Financial Corporation and CenterState Bank Corporation (Incorporated by reference to Exhibit 2.1 of the CenterState Bank Corporation Quarterly Report on Form 10-Q, dated May 3, 2018). Certain schedules to the Agreement and Plan of Merger have been omitted. Such schedules are described in the Agreement and Plan of Merger. CenterState Bank Corporation hereby agrees to furnish to the Securities and Exchange Commission, upon its request, any or all of such omitted exhibits or schedules.

EX-2.1 2 csfl-ex21124.htm EX-2.1 Exhibit 2.1 AGREEMENT AND PLAN OF MERGER by and between CENTERSTATE BANK CORPORATION and CHARTER FINANCIAL CORPORATION Dated as of April 24, 2018 TABLE OF CONTENTS ARTICLE I THE MERGER 1 Section 1.01 The Merger. 1 Section 1.02 Articles of Incorporation and Bylaws. 1 Section 1.03 Bank Merger.. 2 Section 1.04 Directors and Officers. 2 Section 1.05 Effective Time; Clo

April 27, 2018 8-K

Other Events

8-K 1 csfl-8k20180426.htm 8-K SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) April 26, 2018 CENTERSTATE BANK CORPORATION (Exact name of registrant as specified in its charter) Florida 000-32017 59-3606741 (State or other jurisdiction of incorpor

April 24, 2018 8-K

Financial Statements and Exhibits

8-K 1 csfl-8k20180424.htm 8-K SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) April 24, 2018 CENTERSTATE BANK CORPORATION (Exact name of registrant as specified in its charter) Florida 000-32017 59-3606741 (State or other jurisdiction of incorpor

April 24, 2018 EX-99.1

CenterState Bank Corporation Announces First Quarter 2018 Earnings Results (all amounts are in thousands, except per share data, or unless otherwise noted)

Exhibit 99.1 FOR IMMEDIATE RELEASE April 24, 2018 CenterState Bank Corporation Announces First Quarter 2018 Earnings Results (all amounts are in thousands, except per share data, or unless otherwise noted) WINTER HAVEN, FL. – April 24, 2018 - CenterState Bank Corporation (Nasdaq: CSFL) reported net income of $35,636, or diluted earnings per share of $0.42, for the first quarter of 2018, as compare

April 24, 2018 425

CSFL / Centerstate Banks, Inc. 8-K (Prospectus)

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) April 24, 2018 CENTERSTATE BANK CORPORATION (Exact name of registrant as specified in its charter) Florida 000-32017 59-3606741 (State or other jurisdiction of incorporation) (Commission file number

April 24, 2018 EX-99.1

CenterState Bank Corporation Announces First Quarter 2018 Earnings Results (all amounts are in thousands, except per share data, or unless otherwise noted)

EX-99.1 2 csfl-ex9916.htm EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE April 24, 2018 CenterState Bank Corporation Announces First Quarter 2018 Earnings Results (all amounts are in thousands, except per share data, or unless otherwise noted) WINTER HAVEN, FL. – April 24, 2018 - CenterState Bank Corporation (Nasdaq: CSFL) reported net income of $35,636, or diluted earnings per share of $0.42, for the

April 24, 2018 EX-99.2

Additional Information CenterState intends to file a registration statement on Form S-4 with the Securities and Exchange Commission to register the shares of CenterState's common stock that will be issued to Charter's shareholders in connection with

EX-99.2 4 csfl-ex9928.htm EX-99.2 Acquisition of Charter Financial Corporation April 24th, 2018 Exhibit 99.2 Forward Looking Statements This presentation contains “forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995. In general, forward-looking statements usually use words such as “may,” “believe,” “expect,” “anticipate,” “intend,” “will,” “should,” “plan

April 24, 2018 8-K

Financial Statements and Exhibits, Other Events

8-K 1 csfl-8k20180424.htm 8-K SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) April 24, 2018 CENTERSTATE BANK CORPORATION (Exact name of registrant as specified in its charter) Florida 000-32017 59-3606741 (State or other jurisdiction of incorpor

April 24, 2018 EX-2.1

Agreement and Plan of Merger, dated as of April 24, 2018, by and between CenterState Bank Corporation and Charter Financial Corporation

EX-2.1 2 csfl-ex217.htm EX-2.1 Exhibit 2.1 AGREEMENT AND PLAN OF MERGER by and between CENTERSTATE BANK CORPORATION and CHARTER FINANCIAL CORPORATION Dated as of April 24, 2018 TABLE OF CONTENTS ARTICLE I THE MERGER 1 Section 1.01 The Merger. 1 Section 1.02 Articles of Incorporation and Bylaws. 1 Section 1.03 Bank Merger.. 2 Section 1.04 Directors and Officers. 2 Section 1.05 Effective Time; Closi

April 24, 2018 EX-99.1

CenterState Bank Corporation Announces Acquisition of Charter Financial Corporation and Expansion into Vibrant Atlanta Market

EX-99.1 3 csfl-ex9916.htm EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE CenterState Bank Corporation Announces Acquisition of Charter Financial Corporation and Expansion into Vibrant Atlanta Market WINTER HAVEN, FL and WEST POINT, GA, April 24, 2018 - CenterState Bank Corporation (Nasdaq-GS: CSFL) (“CenterState” or the “Company”), the parent company of CenterState Bank, N.A., and Charter Financial Co

April 24, 2018 EX-2.1

Agreement and Plan of Merger, dated as of April 24, 2018, by and between CenterState Bank Corporation and Charter Financial Corporation

EX-2.1 2 csfl-ex217.htm EX-2.1 Exhibit 2.1 AGREEMENT AND PLAN OF MERGER by and between CENTERSTATE BANK CORPORATION and CHARTER FINANCIAL CORPORATION Dated as of April 24, 2018 TABLE OF CONTENTS ARTICLE I THE MERGER 1 Section 1.01 The Merger. 1 Section 1.02 Articles of Incorporation and Bylaws. 1 Section 1.03 Bank Merger.. 2 Section 1.04 Directors and Officers. 2 Section 1.05 Effective Time; Closi

April 24, 2018 EX-99.2

Additional Information CenterState intends to file a registration statement on Form S-4 with the Securities and Exchange Commission to register the shares of CenterState's common stock that will be issued to Charter's shareholders in connection with

EX-99.2 4 csfl-ex9928.htm EX-99.2 Acquisition of Charter Financial Corporation April 24th, 2018 Exhibit 99.2 Forward Looking Statements This presentation contains “forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995. In general, forward-looking statements usually use words such as “may,” “believe,” “expect,” “anticipate,” “intend,” “will,” “should,” “plan

April 24, 2018 425

CSFL / Centerstate Banks, Inc. 8-K (Prospectus)

425 1 csfl-8k20180424.htm 8-K SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) April 24, 2018 CENTERSTATE BANK CORPORATION (Exact name of registrant as specified in its charter) Florida 000-32017 59-3606741 (State or other jurisdiction of incorpor

April 24, 2018 EX-99.1

CenterState Bank Corporation Announces Acquisition of Charter Financial Corporation and Expansion into Vibrant Atlanta Market

EX-99.1 3 csfl-ex9916.htm EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE CenterState Bank Corporation Announces Acquisition of Charter Financial Corporation and Expansion into Vibrant Atlanta Market WINTER HAVEN, FL and WEST POINT, GA, April 24, 2018 - CenterState Bank Corporation (Nasdaq-GS: CSFL) (“CenterState” or the “Company”), the parent company of CenterState Bank, N.A., and Charter Financial Co

April 5, 2018 EX-10.2

Amended and Restated Revolving Promissory Note, dated as of April 2, 2018, issued by CenterState Bank Corporation to NexBank SSB.

Exhibit 10.2 SECOND AMENDED AND RESTATED PROMISSORY NOTE DATE: April 2, 2018 BORROWER(S): CenterState Bank Corporation 1101 1st Street South Winter Haven, Florida 33880 LENDER: NexBank SSB 2515 McKinney Avenue, Suite 1100 Dallas, Texas 75201 PRINCIPAL AMOUNT: $50,000,000.00 Promise to Pay. For value received, Borrower promises to pay to Lender the sum of up to the Principal Amount, to the extent a

April 5, 2018 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): April 2, 2018 CENTERSTATE BANK CORPORATION (Exact name of registrant as specified in its charter) Florida 000-32017 59-3606741 (State or other jurisdiction of incorporation) (Commission file number

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