Pay vs Performance Disclosure, Table

PAY VERSUS PERFORMANCE DISCLOSURES

Pay Versus Performance Table

As required by Section 953(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act, and Item 402(v) of Regulation S-K, we are providing the following information about the relationship between executive compensation actually paid and certain financial performance of the Company. For further information concerning the Company’s variable pay-for-performance philosophy and how the Company aligns executive compensation with the Company’s performance, refer to the “Compensation Discussion and Analysis” section above.

Pay Versus Performance
Year	Summary Compensation Table Total for PEO[1]	Compensation Actually Paid to PEO[2]	Average Summary Compensation Table Total for Non-PEO Named Executive Officers[3]	Average Compensation Actually Paid to Non-PEO Named Executive Officers[4]	Value of Initial Fixed $100 Investment Based On:		Net Income (millions)[7]	Adjusted Pre- Provision Net Revenue less Net Charge-Offs (millions)[8]
Year	Summary Compensation Table Total for PEO[1]	Compensation Actually Paid to PEO[2]			Total Shareholder Return[5]	Peer Group Total Shareholder Return[6]	Net Income (millions)[7]
(a)	(b)	(c)	(d)	(e)	(f)	(g)	(h)	(i)
2024	$ 4,161,660	$ 5,367,920	$ 2,091,039	$ 2,518,133	$ 99	$ 131	$ 152.69	$ 215.2
2023	$ 2,921,407	$ 2,529,002	$ 1,324,323	$ 1,163,203	$ 85	$ 116	$ 175.06	$ 267.7
2022	$ 3,738,575	$ 126,277	$ 1,414,202	$ 735,041	$ 89	$ 116	$ 256.4	$ 331.67
2021	$ 5,772,713	$ 7,414,844	$ 1,668,021	$ 1,923,320	$ 118	$ 125	$ 271.1	$ 279.12
2020	$ 3,396,212	$ 1,790,825	$ 1,021,269	$ 478,520	$ 84	$ 91	$ 254.9	$ 288.56

[1] The dollar amounts reported in column (b) are the amounts of total compensation reported for, for the years 2020–2022, Mr. Makris, Jr. (who, during 2020–2022, was our Chairman and Chief Executive Officer), and for the years 2023–2024, Mr. Fehlman (who, during 2023–2024, was our Chief Executive Officer) for each corresponding year in the “Total” column of the Summary Compensation Table. Refer to the “Summary Compensation Table” above.

[2] The dollar amounts reported in column (c) represent the amount of “compensation actually paid” to Mr. Makris, Jr. (for years 2020–2022) and Mr. Fehlman (for years 2023–2024), as computed in accordance with Item 402(v) of Regulation S-K. The dollar amounts do not reflect the actual amount of compensation earned by or paid to Mr. Makris, Jr. or Mr. Fehlman (as applicable) during the applicable year. In accordance with the requirements of Item 402(v) of Regulation S-K, the following adjustments were made to Mr. Makris, Jr.’s or Mr. Fehlman’s (as applicable) total compensation for each year to determine the compensation actually paid:

Year	Reported Summary Compensation Table Total for PEO	Reported Value of Equity Awards(a)		Equity Award Adjustments(b)		Reported Change in the Actuarial Present Value of Pension Benefits(c)		Pension Benefit Adjustments(d)	Compensation Actually Paid to PEO
2024	$ 4,161,660	$ (1,380,211	)	$ 2,986,511		$ (691,158	)	$ 291,118	$ 5,367,920
2023	$ 2,921,407	$ (1,414,990	)	$ 1,169,462		$ (393,300	)	$ 246,423	$ 2,529,002
2022	$ 3,738,575	$ (1,501,896	)	$ (2,053,122	)	$ (351,828	)	$ 294,548	$ 126,277
2021	$ 5,772,713	$ (3,050,403	)	$ 4,723,606		$ (519,227	)	$ 488,155	$ 7,414,844
2020	$ 3,396,212	$ (1,298,779	)	$ (192,234	)	$ (608,717	)	$ 494,343	$ 1,790,825

(a) The adjustment for the reported value of equity awards represents the total of the amounts reported in the “Stock Awards” and “Option Awards” columns in the Summary Compensation Table for the applicable year.

(b) The equity award adjustments for each applicable year include the addition (or subtraction, as applicable) of the following: (i) the year-end fair value of any equity awards granted in the applicable year that are outstanding and unvested as of the end of the year; (ii) the amount of change as of the end of the applicable year (from the end of the prior fiscal year) in fair value of any awards granted in prior years that are outstanding and unvested as of the end of the applicable year; (iii) for awards that are granted and vest in same applicable year, the fair value as of the vesting date; (iv) for awards granted in prior years that vest in the applicable year, the amount equal

to the change as of the vesting date (from the end of the prior fiscal year) in fair value; (v) for awards granted in prior years that are determined to fail to meet the applicable vesting conditions during the applicable year, a deduction for the amount equal to the fair value at the end of the prior fiscal year; and (vi) the dollar value of any dividends or other earnings paid on stock or option awards in the applicable year prior to the vesting date that are not otherwise reflected in the fair value of such award or included in any other component of total compensation for the applicable year. The valuation assumptions used to calculate fair values did not materially differ from those disclosed at the time of grant. The amounts deducted or added in calculating the equity award adjustments are as follows:

Year	Year End Fair Value of Equity Awards	Year over Year Change in Fair Value of Outstanding and Unvested Equity Awards		Fair Value as of Vesting Date of Equity Awards Granted and Vested in the Year	Year over Year Change in Fair Value of Equity Awards Granted in Prior Years that Vested in the Year		Fair Value at the End of the Prior Year of Equity Awards that Failed to Meet Vesting Conditions in the Year	Value of Dividends or other Earnings Paid on Stock or Option Awards not Otherwise Reflected in Fair Value or Total Compensation	Total Equity Award Adjustments
2024	$ 2,963,454	$ 37,544		$ —	$ (14,487	)	$ —	$ —	$ 2,986,511
2023	$ 1,300,498	$ (126,726	)	$ —	$ (4,310	)	$ —	$ —	$ 1,169,462
2022	$ 943,722	$ (2,820,957	)	$ —	$ (175,887	)	$ —	$ —	$ (2,053,122	)
2021	$ 1,752,043	$ 2,674,572		$ —	$ 296,991		$ —	$ —	$ 4,723,606
2020	$ 1,262,710	$ (1,319,726	)	$ —	$ (135,218	)	$ —	$ —	$ (192,234	)

(c) The adjustment amounts included in this column are the amounts reported in “Change in Pension Value and Nonqualified Deferred Compensation Earnings” column of the Summary Compensation Table for each applicable year.

(d) The total pension benefit adjustments for each applicable year include the aggregate of two components: (i) the actuarially determined service cost for services rendered by Mr. Makris, Jr. or Mr. Fehlman (as applicable) during the applicable year (the “service cost”); and (ii) the entire cost of benefits granted in a plan amendment (or initiation) during the applicable year that are attributed by the benefit formula to services rendered in periods prior to the plan amendment or initiation (the “prior service cost”), in each case, calculated in accordance with U.S. GAAP. The amounts deducted or added in calculating the pension benefit adjustments are as follows:

Year	Service Cost	Prior Service Cost	Total Pension Benefit Adjustments
2024	$ 279,121	$ 11,997	$ 291,118
2023	$ 234,426	$ 11,997	$ 246,423
2022	$ 294,548	$ —	$ 294,548
2021	$ 286,264	$ 201,891	$ 488,155
2020	$ 292,452	$ 201,891	$ 494,343

[3] The dollar amounts reported in column (d) represent the average of the amounts reported for the Company’s named executive officers (“NEOs”) as a group (excluding, for years 2020–2022, Mr. Makris, Jr., who served as our Chairman and CEO during 2020–2022, and for years 2023–2024, Mr. Fehlman, who served as our Chief Executive Officer during 2023–2024) in the “Total” column of the Summary Compensation Table in each applicable year. The names of each of the NEOs (excluding Mr. Makris, Jr. or Mr. Fehlman, as applicable) included for purposes of calculating the average amounts in each applicable year are as follows: (i) for 2024, C. Daniel Hobbs, George A. Makris, Jr., James M. Brogdon, and George A. Makris III; (ii) for 2023, James M. Brogdon, C. Daniel Hobbs, George A. Makris, Jr., George A. Makris III, Stephen C. Massanelli, Matthew S. Reddin, and Chad D. Rawls; (iii) for 2022, James M. Brogdon, Robert A. Fehlman, Matthew S. Reddin and Stephen C. Massanelli; (iv) for 2021, James M. Brogdon, Robert A. Fehlman, Matthew S. Reddin, Jennifer B. Compton and Stephen C. Massanelli; and (v) for 2020, Robert A. Fehlman, Matthew S. Reddin, Jennifer B. Compton and Stephen C. Massanelli.

[4] The dollar amounts reported in column (e) represent the average amount of “compensation actually paid” to the NEOs as a group (excluding Mr. Makris, Jr. or Mr. Fehlman, as applicable), as computed in accordance with Item 402(v) of Regulation S-K. The dollar amounts do not reflect the actual average amount of compensation earned by or paid to the NEOs as a group (excluding Mr. Makris, Jr. or Mr. Fehlman, as applicable) during the applicable year. In accordance with the requirements of Item 402(v) of Regulation S-K, the following adjustments were made to average total compensation for the NEOs as a group (excluding Mr. Makris, Jr. or Mr. Fehlman, as applicable) for each year to determine the compensation actually paid, using the same methodology described above in Note 2:

Year	Average Reported Summary Compensation Table Total for Non-PEO NEOs	Average Reported Value of Equity Awards		Average Equity Award Adjustments(a)		Average Reported Change in the Actuarial Present Value of Pension Benefits		Average Pension Benefit Adjustments(b)	Average Compensation Actually Paid to Non-PEO NEOs
2024	$ 2,091,039	$ (955,185	)	$ 1,354,267		$ (88,943	)	$ 116,955	$ 2,518,133
2023	$ 1,324,323	$ (595,318	)	$ 353,896		$ (26,012	)	$ 106,314	$ 1,163,203
2022	$ 1,414,202	$ (338,312	)	$ (248,840	)	$ (221,609	)	$ 129,600	$ 735,041
2021	$ 1,668,021	$ (641,177	)	$ 943,872		$ (199,488	)	$ 152,092	$ 1,923,320
2020	$ 1,021,269	$ (245,560	)	$ (232,221	)	$ (173,755	)	$ 108,787	$ 478,520

(a) The amounts deducted or added in calculating the total average equity award adjustments are as follows:

Year	Average Year End Fair Value of Equity Awards	Year over Year Average Change in Fair Value of Outstanding and Unvested Equity Awards		Average Fair Value as of Vesting Date of Equity Awards Granted and Vested in the Year	Year over Year Average Change in Fair Value of Equity Awards Granted in Prior Years that Vested in the Year		Average Fair Value at the End of the Prior Year of Equity Awards that Failed to Meet Vesting Conditions in the Year	Average Value of Dividends or other Earnings Paid on Stock or Option Awards not Otherwise Reflected in Fair Value or Total Compensation	Total Average Equity Award Adjustments
2024	$ 1,330,388	$ 32,644		$ —	$ (8,765	)	$ —	$ —	$ 1,354,267
2023	$ 507,913	$ (149,464	)	$ —	$ (4,553	)	$ —	$ —	$ 353,896
2022	$ 213,141	$ (422,473	)	$ —	$ (39,508	)	$ —	$ —	$ (248,840	)
2021	$ 464,427	$ 419,330		$ —	$ 60,115		$ —	$ —	$ 943,872
2020	$ 224,702	$ (412,364	)	$ —	$ (44,559	)	$ —	$ —	$ (232,221	)

(b) The amounts deducted or added in calculating the total pension benefit adjustments are as follows:

Year	Average Service Cost	Average Prior Service Cost	Total Average Pension Benefit Adjustments
2024	$ 115,682	$ 1,273	$ 116,955
2023	$ 105,041	$ 1,273	$ 106,314
2022	$ 126,601	$ 2,999	$ 129,600
2021	$ 149,093	$ 2,999	$ 152,092
2020	$ 105,788	$ 2,999	$ 108,787

[5] Cumulative TSR is calculated by dividing the sum of the cumulative amount of dividends for the measurement period, assuming dividend reinvestment, and the difference between the Company’s share price at the end and the beginning of the measurement period by the Company’s share price at the beginning of the measurement period.

[6] Represents the weighted peer group TSR, weighted according to the respective companies’ stock market capitalization at the beginning of each period for which a return is indicated. The peer group used for this purpose is the following published industry index: KBW NASDAQ Regional Banking Index.

[7] The dollar amounts reported represent the amount of net income reflected in the Company’s audited financial statements for the applicable year.

[8] “Adjusted pre-provision net revenue less net charge-offs” is based on the Company’s “adjusted pre-provision net revenue” (net interest income plus noninterest income minus noninterest expense, then adjusted for certain items (on a pre-tax basis), including (among others) merger related costs, branch rightsizing costs, early retirement program costs, gain/loss on sale of securities, gain on insurance settlement, and FDIC special assessment) minus “net charge-offs”.

Named Executive Officers, Footnote

The dollar amounts reported in column (b) are the amounts of total compensation reported for, for the years 2020–2022, Mr. Makris, Jr. (who, during 2020–2022, was our Chairman and Chief Executive Officer), and for the years 2023–2024, Mr. Fehlman (who, during 2023–2024, was our Chief Executive Officer) for each corresponding year in the “Total” column of the Summary Compensation Table. Refer to the “Summary Compensation Table” above.

Peer Group Issuers, Footnote

Represents the weighted peer group TSR, weighted according to the respective companies’ stock market capitalization at the beginning of each period for which a return is indicated. The peer group used for this purpose is the following published industry index: KBW NASDAQ Regional Banking Index.

Non-PEO NEO Average Total Compensation Amount

^[1]

$ 2,091,039

$ 1,324,323

$ 1,414,202

$ 1,668,021

$ 1,021,269

Non-PEO NEO Average Compensation Actually Paid Amount

^[2]

$ 2,518,133

1,163,203

735,041

1,923,320

478,520

Compensation Actually Paid vs. Total Shareholder Return

Compensation Actually Paid vs. Net Income

Compensation Actually Paid and Net Income

Compensation Actually Paid vs. Company Selected Measure

Compensation Actually Paid and Adjusted Pre-Provision Net Revenue Less Net Charge-Offs

Total Shareholder Return Vs Peer Group

Cumulative Total Shareholder Return of the Company and Cumulative Total Shareholder Return of the Company’s Peer Group

Tabular List, Table

Financial Performance Measures

As described in greater detail in the “Compensation Discussion and Analysis” section above, the Company’s executive compensation program reflects a variable pay-for-performance philosophy. The metrics that the Company uses for both our long-term and short-term incentive awards are selected based on an objective of incentivizing our executives to increase the value of our enterprise for our shareholders. The most important financial performance measures used by the Company to link executive compensation actually paid to the Company’s named executive officers, for the most recently completed fiscal year, to the Company’s performance are as follows:

• Adjusted Pre-Provision Net Revenue Less Net Charge-Offs

• Adjusted Efficiency Ratio

• Tangible Book Value Per Share Growth Ranking

• Total Shareholder Return Ranking

Total Shareholder Return Amount

^[3]

$ 99

118

Peer Group Total Shareholder Return Amount

^[4]

131

116

125

Net Income (Loss)

^[5]

$ 152,690,000

$ 175,060,000.00

$ 256,400,000

$ 271,100,000

$ 254,900,000

Company Selected Measure Amount

^[6]

215,200

267,700

331,670

279,120

288,560

PEO Name

Mr. Fehlman

Mr. Makris

Measure:: 1

Non-GAAP Measure Description

Adjusted Pre-Provision Net Revenue

“Adjusted pre-provision net revenue less net charge-offs” is based on the Company’s “adjusted pre-provision net revenue” (net interest income plus noninterest income minus noninterest expense, then adjusted for certain items (on a pre-tax basis), including (among others) merger related costs, branch rightsizing costs, early retirement program costs, gain/loss on sale of securities, gain on insurance settlement, and FDIC special assessment) minus “net charge-offs”.

Measure:: 2

Adjusted Efficiency Ratio

Measure:: 3

Tangible Book Value Per Share Growth Ranking

Measure:: 4

Pension Adjustments Service Cost

Total Shareholder Return Ranking

Pension Adjustments Prior Service Cost

$ 279,121

$ 234,426

$ 294,548

$ 286,264

$ 292,452

Total Pension Benefit Adjustments [Member]

11,997

201,891

291,118

246,423

294,548

488,155

494,343

Mr. Fehlman [Member]

PEO Total Compensation Amount

^[7]

4,161,660

2,921,407

PEO Actually Paid Compensation Amount

^[8]

5,367,920

2,529,002

Mr. Fehlman [Member] | Reported Value of Equity Awards [Member]

Mr. Fehlman [Member] | Equity Award Adjustments [Member]

^[9]

(1,380,211)

1,414,990

Mr. Fehlman [Member] | Reported Change in the Actuarial Present Value of Pension Benefits [Member]

^[10]

2,986,511

1,169,462

Mr. Fehlman [Member] | Pension Benefit Adjustments [Member]

^[11]

(691,158)

393,300

Mr. Fehlman [Member] | Year End Fair Value of Equity Awards [Member]

^[12]

291,118

246,423

Mr. Fehlman [Member] | Year over Year Change in Fair Value of Outstanding and Unvested Equity Awards [Member]

2,963,454

1,300,498

Mr. Fehlman [Member] | Fair Value as of Vesting Date of Equity Awards Granted and Vested in the Year [Member]

37,544

126,726

Mr. Fehlman [Member] | Year over Year Change in Fair Value of Equity Awards Granted in Prior Years that Vested in the Year [Member]

Mr. Fehlman [Member] | Fair Value at the End of the Prior Year of Equity Awards that Failed to Meet Vesting Conditions in the Year [Member]

(14,487)

4,310

Mr. Fehlman [Member] | Value of Dividends or other Earnings Paid on Stock or Option Awards not Otherwise Reflected in Fair Value or Total Compensation [Member]

Mr. Fehlman [Member] | Total Equity Award Adjustments [Member]

2,986,511

1,169,462

Mr. Makris [Member]

PEO Total Compensation Amount

^[7]

3,738,575

5,772,713

3,396,212

PEO Actually Paid Compensation Amount

^[8]

126,277

7,414,844

1,790,825

Mr. Makris [Member] | Reported Value of Equity Awards [Member]

Mr. Makris [Member] | Equity Award Adjustments [Member]

^[9]

1,501,896

3,050,403

1,298,779

Mr. Makris [Member] | Reported Change in the Actuarial Present Value of Pension Benefits [Member]

^[10]

2,053,122

4,723,606

192,234

Mr. Makris [Member] | Pension Benefit Adjustments [Member]

^[11]

351,828

519,227

608,717

Mr. Makris [Member] | Year End Fair Value of Equity Awards [Member]

^[12]

294,548

488,155

494,343

Mr. Makris [Member] | Year over Year Change in Fair Value of Outstanding and Unvested Equity Awards [Member]

943,722

1,752,043

1,262,710

Mr. Makris [Member] | Fair Value as of Vesting Date of Equity Awards Granted and Vested in the Year [Member]

2,820,957

2,674,572

1,319,726

Mr. Makris [Member] | Year over Year Change in Fair Value of Equity Awards Granted in Prior Years that Vested in the Year [Member]

Mr. Makris [Member] | Fair Value at the End of the Prior Year of Equity Awards that Failed to Meet Vesting Conditions in the Year [Member]

175,887

296,991

135,218

Mr. Makris [Member] | Value of Dividends or other Earnings Paid on Stock or Option Awards not Otherwise Reflected in Fair Value or Total Compensation [Member]

Mr. Makris [Member] | Total Equity Award Adjustments [Member]

Non-PEO NEO | Pension Adjustments Service Cost

2,053,122

4,723,606

192,234

Non-PEO NEO | Pension Adjustments Prior Service Cost

115,682

105,041

126,601

149,093

105,788

Non-PEO NEO | Average Reported Value of Equity Awards [Member]

1,273

2,999

Non-PEO NEO | Average Equity Award Adjustments [Member]

(955,185)

595,318

338,312

641,177

245,560

Non-PEO NEO | Average Reported Change in the Actuarial Present Value of Pension Benefits [Member]

^[13]

1,354,267

353,896

248,840

943,872

232,221

Non-PEO NEO | Average Pension Benefit Adjustments [Member]

(88,943)

(26,012)

221,609

199,488

173,755

Non-PEO NEO | Average Year End Fair Value of Equity Awards [Member]

^[14]

116,955

106,314

129,600

152,092

108,787

Non-PEO NEO | Year over Year Average Change in Fair Value of Outstanding and Unvested Equity Awards [Member]

1,330,388

507,913

213,141

464,427

224,702

Non-PEO NEO | Average Fair Value as of Vesting Date of Equity Awards Granted and Vested in the Year [Member]

32,644

149,464

422,473

419,330

412,364

Non-PEO NEO | Year over Year Average Change in Fair Value of Equity Awards Granted in Prior Years that Vested in the Year [Member]

Non-PEO NEO | Average Fair Value at the End of the Prior Year of Equity Awards that Failed to Meet Vesting Conditions in the Year [Member]

(8,765)

4,553

39,508

60,115

44,559

Non-PEO NEO | Average Value of Dividends or other Earnings Paid on Stock or Option Awards not Otherwise Reflected in Fair Value or Total Compensation [Member]

Non-PEO NEO | Total Average Equity Award Adjustments [Member]

Non-PEO NEO | Total Pension Adjustments [Member]

1,354,267

353,896

248,840

943,872

232,221