SEC Comment Letter for PROSPERITY BANCSHARES INC (PB) (CIK 0001068851) (PB) — Jun 6, 2017
PROSPERITY BANCSHARES INC (PB) (CIK 0001068851)
Date: June 6, 2017 · CIK: 0001068851 · Accession: 0000000000-17-019717
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 001-35388
Letter
June 6 , 2017 Mr. David Zalman Chief Executive Officer Prosperity Bancshares, Inc. 4295 San Felipe Houston, Texas 77027
Re: Prosperity Bancshares, Inc. Form 10-K for Fiscal Year Ended December 31, 2016 Filed February 28, 2017 Form 8 -K Filed April 26, 2017 File No. 001-35388
Dear Mr. Zalman :
We have limited our review of your filings to the financial statements and related disclosures and have the following comment. In our comment , we may ask you to provide us with information so we may better understand your disclosure.
Please respond to this comment within ten busine ss days by providing the requested information or advis e us as soon as possible when you will respond. If you do not believe our comment applies to your facts and circumstances, please tell us why in your response.
After reviewing your response to this comment , we may have additional comments.
Form 8 -K, filed April 2 6, 2017
Exhibit 99.1
1. We note your discussion and presentation of numerous non-GAAP financial metrics that exclude the impact of purchase accounting on page 2 and page 11. It appears that disclosing financial metrics excluding the impact of purchase accounting represents an individually tailored recognition and measurement method which r esults in a misleading financial metric that violates Rule 100(b) of Regulation G. Please refer to Question 100.04 of the Compliance and Disclosure Interpretations for guidance. Therefore, in future filings, please do not disclose non-GAAP financial metr ics that exclude the impact of purchase accounting.
Mr. David Zalman Prosperity Bancshares, Inc. June 6 , 2017 Page 2
We remind you that the company and its management are responsible for the accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or absence of action by the staff.
You may contact John Spitz, Staff Accountant, at (202) 551 -3484 or me at (202) 551 - 3437 with any questions.
Sincerely,
/s/ Michael Volley
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June 6 , 2017 Mr. David Zalman Chief Executive Officer Prosperity Bancshares, Inc. 4295 San Felipe Houston, Texas 77027 Re: Prosperity Bancshares, Inc. Form 10-K for Fiscal Year Ended December 31, 2016 Filed February 28, 2017 Form 8 -K Filed April 26, 2017 File No. 001-35388 Dear Mr. Zalman : We have limited our review of your filings to the financial statements and related disclosures and have the following comment. In our comment , we may ask you to provide us with information so we may better understand your disclosure. Please respond to this comment within ten busine ss days by providing the requested information or advis e us as soon as possible when you will respond. If you do not believe our comment applies to your facts and circumstances, please tell us why in your response. After reviewing your response to this comment , we may have additional comments. Form 8 -K, filed April 2 6, 2017 Exhibit 99.1 1. We note your discussion and presentation of numerous non-GAAP financial metrics that exclude the impact of purchase accounting on page 2 and page 11. It appears that disclosing financial metrics excluding the impact of purchase accounting represents an individually tailored recognition and measurement method which r esults in a misleading financial metric that violates Rule 100(b) of Regulation G. Please refer to Question 100.04 of the Compliance and Disclosure Interpretations for guidance. Therefore, in future filings, please do not disclose non-GAAP financial metr ics that exclude the impact of purchase accounting. Mr. David Zalman Prosperity Bancshares, Inc. June 6 , 2017 Page 2 We remind you that the company and its management are responsible for the accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or absence of action by the staff. You may contact John Spitz, Staff Accountant, at (202) 551 -3484 or me at (202) 551 - 3437 with any questions. Sincerely, /s/ Michael Volley Michael Volley Staff Accountant Office of Financial Services