UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

~~Washington~~WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

~~Pursuant~~PURSUANT toTO ~~Section~~SECTION 13 orOR 15(d) ~~of the Securities Exchange Act of 1934~~

~~Date~~OF ofTHE ~~Report~~SECURITIES ~~(Date~~EXCHANGE ofACT ~~earliest~~OF ~~event reported): August 9, 2021~~1934

Date of Report (Date of earliest event reported): August 23, 2021

Cadence Bancorporation

(Exact name of registrant as specified in its charter)

Delaware	001-38058	47-1329858
(State or other jurisdiction of incorporation)	(Commission File Number)	(~~I.R.S.~~IRS Employer Identification No.)
2800 Post Oak Boulevard, Suite 3800 Houston, Texas		77056
(Address of principal executive offices)		(Zip Code)

2800 Post Oak Boulevard, Suite 3800 Houston, Texas		77056
(Address of principal executive offices)		(Zip Code)
Registrant’s telephone number, including area code:		(713) 871-4000

(713) 871-4000

~~Check~~(Registrant’s ~~the~~telephone ~~appropriate~~number, ~~box~~including ~~below~~area ~~if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:~~code)

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading Symbol~~(s)~~ Name of each exchange on which registered Class A Common Stock CADE New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (~~17 CFR~~ §230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (~~17 CFR~~ §240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5 7.~~07.~~01 Regulation ~~Submission~~FD ~~of Matters to a Vote of Security Holders.~~Disclosure

~~Voting~~Cadence ~~Results~~Bancorporation ~~for~~(the ~~Special~~“Company”) ~~Meeting~~has updated its Investor Presentation to reflect additional financial information and other data. A copy of ~~Stockholders~~the Company’s Presentation is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

OnIn ~~August~~accordance 9,with ~~2021,~~General ~~Cadence~~Instruction ~~Bancorporation (“Cadence”) held a special meeting of stockholders (the “Cadence special meeting”)~~B.2 ~~At the Cadence special meeting, stockholders voted on the following matters: (1) adoption~~ of ~~the~~Form ~~Agreement and Plan of Merger~~8-K, ~~dated as of April 12, 2021 and amended as of May 27, 2021 (~~the ~~“Merger~~information ~~Agreement”),~~in ~~entered~~this ~~into~~Current byReport ~~and between Cadence and BancorpSouth Bank (“BancorpSouth”) (the “Cadence merger proposal”); (2) approval,~~ on anForm ~~advisory (non~~8-~~binding) basis~~K, ofincluding ~~the~~Exhibit ~~merger-related~~99.1, ~~compensation~~is ~~payments~~furnished ~~that~~and ~~will~~shall ornot ~~may~~ be ~~paid~~deemed ~~by Cadence~~ to ~~its~~be ~~named executive officers in connection with the merger (the~~ “~~Cadence compensation proposal~~filed”); ~~and~~for ~~(3)~~purposes ~~approval~~ of ~~the~~Section ~~adjournment~~18 of the ~~Cadence~~Securities ~~special~~Exchange ~~meeting,~~Act ifof ~~necessary or appropriate~~1934, toas ~~solicit~~amended additional proxies if, immediately prior to such adjournment, there are not sufficient votes to approve the Cadence merger proposal or to ensure that any supplement or amendment to the joint proxy statement/offering circular is timely provided to holders of Cadence common stock (the “~~Cadence~~Exchange ~~adjournment proposal~~Act”). ~~The~~Furthermore, ~~proposals~~the ~~listed~~information ~~above~~contained ~~are described~~ in ~~detail~~Exhibit ~~in the~~99.1 ~~joint~~shall ~~proxy~~not ~~statement/offering~~be ~~circular~~deemed ~~filed~~incorporated by ~~Cadence~~reference ~~with~~into ~~the~~any ~~Securities~~registration ~~and~~statement ~~Exchange Commission on July 7, 2021. A total of 104,509,916 shares of Cadence common stock were present~~ or ~~represented~~other bydocument ~~proxy~~filed atunder the ~~Cadence~~Securities ~~special~~Act ~~meeting. This represented approximately 83.77%~~ of ~~the shares of Cadence common stock that were outstanding and entitled to vote at the Cadence special meeting~~1933, ~~constituting a quorum for all matters to be presented at the Cadence special meeting. The number of votes cast for or against~~ as ~~to each matter~~amended, ~~and~~or the ~~number~~Exchange ofAct, ~~abstentions~~except ~~and broker non-votes~~ as toshall ~~each~~be ~~matter,~~expressly ~~have~~set ~~been~~forth ~~certified~~by ~~and~~specific ~~are~~reference ~~set forth~~ in ~~the~~such ~~tables below~~filing.

Proposal 1: Cadence Merger Proposal
Outcome: Approved
For	Against	Abstain	Broker Non-Votes
103,800,676	128,509	372,278	N/A
Proposal 2: Cadence Compensation Proposal
Outcome: Approved
For	Against	Abstain	Broker Non-Votes
89,721,549	14,165,812	414,102	N/A
Proposal 3: Cadence Adjournment Proposal
Outcome: Approved
For	Against	Abstain	Broker Non-Votes
92,683,588	11,138,080	479,795	N/A

Item 9.01

Financial Statements and Exhibits.

~~With~~(d) ~~respect to the Cadence adjournment proposal, although the vote was taken, no motion to adjourn was made because the Cadence merger proposal had passed.~~Exhibits

Exhibit No.		Description


99.1		Cadence Bancorporation Investor Presentation
104		Cover Page Interactive Data File (embedded within the Inline XBRL document).

Item 8.01. Other Events.

On August 9, 2021, Cadence issued a press release announcing that Cadence’s stockholders approved the Cadence merger proposal. A copy of the press release is attached hereto as Exhibit 99.1.

Item 9.01. Financial Statements and Exhibits.

EXHIBIT INDEX

Exhibit Number		Description
99.1*		Press Release dated August 9, 2021.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the ~~Registrant~~registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	CADENCE BANCORPORATION
			Cadence Bancorporation
	By:	/s/ Jerry W. Powell
Date: August 23, 2021			By:	/s/ Valerie C. Toalson
		Name: Jerry W. Powell
			Name:	Valerie C. Toalson
		Title: Executive Vice President, General Counsel and Secretary
			Title:	Executive Vice President and Chief Financial Officer
Date: August 10, 2021

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