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CORRESP Filing

PROSPERITY BANCSHARES INC
Date: Sept. 30, 2025 · CIK: 0001068851 · Accession: 0001193125-25-224060

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File numbers found in text: 333-290333

Date
September 30, 2025
Author
Charlotte Rasche
Form
CORRESP
Company
PROSPERITY BANCSHARES INC

Letter

Re: Prosperity Bancshares, Inc.

September 30, 2025 VIA EDGAR Madeleine Joy Mateo Division of Corporation Finance Office of Finance Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549

Registration Statement on Form S-4

File No. 333-290333

Request for Effectiveness Dear Ms. Mateo: Reference is made to the Registration Statement on Form S-4 (File No. 333-290333) filed by Prosperity Bancshares, Inc. (the “ Company ”) with the U.S. Securities and Exchange Commission (the “ SEC ”) on September 17, 2025, as amended on September 30, 2025 (the “ Registration Statement ”). The Company hereby requests the Registration Statement be made effective at 4:00 p.m., Eastern Time, on September 30, 2025, or as soon as possible thereafter, in accordance with Rule 461 promulgated under the Securities Act of 1933, as amended. Please contact Matthew T. Carpenter at (212) 403-1031 or MTCarpenter@wlrk.com with any questions you may have concerning this letter, or if you require any additional information. Please notify Mr. Carpenter when this request for acceleration of effectiveness of the Registration Statement has been granted. [ Signature Page Follows ]

Very truly yours,
PROSPERITY BANCSHARES, INC.

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CORRESP
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 filename1.htm

 CORRESP

 September 30, 2025
 VIA EDGAR Madeleine Joy Mateo
 Division of Corporation Finance Office of Finance
 Securities and Exchange Commission 100 F Street, N.E.
 Washington, D.C. 20549

 Re:
 Prosperity Bancshares, Inc.

  
 Registration Statement on Form S-4

  
 File No. 333-290333

  
 Request for Effectiveness
 Dear Ms. Mateo: Reference is made to the
Registration Statement on Form S-4 (File No. 333-290333) filed by Prosperity Bancshares, Inc. (the “ Company ”) with the U.S. Securities and
Exchange Commission (the “ SEC ”) on September 17, 2025, as amended on September 30, 2025 (the “ Registration Statement ”).
 The Company hereby requests the Registration Statement be made effective at 4:00 p.m., Eastern Time, on September 30, 2025, or as soon as
possible thereafter, in accordance with Rule 461 promulgated under the Securities Act of 1933, as amended. Please contact Matthew T.
Carpenter at (212) 403-1031 or MTCarpenter@wlrk.com with any questions you may have concerning this letter, or if you require any additional information. Please notify Mr. Carpenter when this request
for acceleration of effectiveness of the Registration Statement has been granted. [ Signature Page Follows ]

 Very truly yours,

 PROSPERITY BANCSHARES, INC.

 By:

 /s/ Charlotte Rasche

 Name:

 Charlotte Rasche

 Title:

 Executive Vice President and General Counsel

 cc:
 Matthew T. Carpenter, Wachtell, Lipton, Rosen & Katz