SO 8-K Current Reports

SOUTHERN CO 8-K Report, Corporate Update (Aug 4, 2026)

Southern Company (NYSE: SO) priced two private, Rule 144A offerings of convertible senior notes totaling $2.375 billion in base principal: $725 million of 2.125% Series 2026A notes due December 15, 2027, and $1.65 billion of 3.50% Series 2026B notes due September 15, 2029. Both offerings were upsized, and initial purchasers hold options for up to an additional $356.25 million (about $108.75 million of 2026A and $247.5 million of 2026B), which would raise total principal to roughly $2.73 billion if fully exercised. The offerings are expected to close August 6, 2026. The Series 2026A notes carry a conversion price of about $104.56, a 12.5% premium to the August 3, 2026 reference price, and the Series 2026B notes carry a conversion price of about $118.50, a 27.5% premium. Both imply a reference stock price of roughly $92.94. Net proceeds are estimated at about $2.35 billion in the base case. The company will use about $403 million of that to repurchase about $369 million of its 4.50% Series 2024A convertible notes due June 2027, and it plans to use the remainder mainly to repay short-term debt and for general corporate purposes, including investments in subsidiaries. Because the 2024A repurchases are being done at a premium to par, the effective cost of retiring that debt is about 9% above principal. For investors, the transaction refinances near-term convertible debt and short-term borrowings with lower-coupon, longer-dated capital, and the company's cash-settlement election for conversion excess should limit share dilution. The main near-term risk is that convertible arbitrage hedging by 2024A holders, including short-covering and derivative unwinds tied to the repurchases, could pressure SO's share price and raise the effective conversion prices. The filing also includes standard caveats that repurchases may be partial or not occur, and that the company cannot guarantee the offering closing terms.

Aug 4, 2026 8-K

SOUTHERN CO 8-K Report, Corporate Update (Aug 3, 2026)

On August 3, 2026, Southern Company (NYSE: SO) announced proposed Rule 144A private offerings of two convertible senior note series: $650 million of convertible senior notes due December 15, 2027 and $1.5 billion of convertible senior notes due September 15, 2029. The initial purchasers also have options for an additional $97.5 million (2027 notes) and $225 million (2029 notes), settleable within 13 days of first issuance. Pricing terms, including the initial conversion price and coupon, will be set at pricing and were not disclosed in this filing. The notes will be senior, unsecured obligations, with semiannual interest and conversion settlement that gives the company flexibility to pay principal in cash and the excess in cash, shares, or a combination. A significant portion of the proceeds is earmarked to repurchase part of the company's existing convertible notes: the Series 2024A 4.50% notes due June 2027 and the Series 2025A 3.25% notes due June 2028. These repurchases will be negotiated privately with select holders, and the company may buy back more after the offering closes. Remaining proceeds will repay short-term debt and fund general corporate purposes, including investments in subsidiaries. The structure is a common liability-management approach that can lower the company's near-term refinancing risk and interest cost while extending maturities, though it adds potential future share dilution if the notes convert. Investors should note the potential market effects described in the release: holders of the existing notes who hedge through convertible arbitrage may buy shares or unwind short positions during repurchases, which could push the stock price up or reduce its decline and may raise the effective conversion prices of the new notes. The release is a notice of offerings only, not an offer to sell, and the securities are unregistered under the Securities Act.

Aug 3, 2026 8-K

SOUTHERN CO 8-K Report, Financial Results (Jul 30, 2026)

Southern Company (NYSE: SO) reported second-quarter 2026 GAAP earnings of $1.2 billion, or $1.03 per share, up from $0.9 billion, or $0.80 per share, in the second quarter of 2025. Excluding items such as accelerated depreciation from wind repowering at Southern Power, an estimated Nicor Gas disallowance loss, and tax refund items, adjusted earnings were $1.3 billion, or $1.13 per share, versus $0.92 a year earlier, a gain of $0.21. For the six months ended June 30, 2026, reported EPS was $2.24 and adjusted EPS was $2.46, versus $2.01 and $2.15 in the prior-year period. Quarterly operating revenues were essentially flat at $6.98 billion (up 0.1%), while year-to-date revenues rose 4.2% to $15.4 billion, helped by higher natural gas revenues and wholesale sales. Management attributed adjusted earnings growth to investment in state-regulated utilities, customer usage and growth, higher equity method earnings, and lower income taxes, partially offset by higher interest expense. Total retail kilowatt-hour sales rose 2.1% in the quarter, with commercial sales up 7.3%, consistent with the data center and large-load demand growth management highlighted. Investors should note several headwinds and watch items: Southern Power's quarterly loss widened to $25 million on accelerated depreciation tied to wind repowering, which is expected to total roughly $205 million pre-tax in 2026 and $120 million in 2027. Share count growth (1,137 million average shares in Q2 versus 1,101 million) diluted per-share gains by $0.04. The filing also flags regulatory and capital-access risks tied to data center-driven generation and transmission investment, and management is scheduled to discuss the results on a call that day.

Jul 30, 2026 8-K

Shareholder MattersExhibits & Filings

SOUTHERN CO 8-K Report, Corporate Update (Jun 8, 2026)

Southern Company (SO) has entered into an Equity Distribution Agreement with a syndicate of financial institutions acting as Sales Agents and Forward Purchasers. This agreement allows the company to offer and sell up to 50,000,000 shares of its common stock from time to time. The structure of the agreement includes provisions for both direct sales and more complex "Forward Transactions," which involve the company entering into forward sale agreements. These forward sale agreements allow for the potential issuance of shares to raise capital, with the proceeds to be received upon future settlement. The agreement aims to provide flexibility in how the company can access equity financing. The Equity Distribution Agreement offers two primary types of forward transactions: "Initially Priced Forward Transactions" and "Collared Forward Transactions." In the Initially Priced Forward Transactions, the company receives proceeds at future settlement, with the initial price subject to adjustments. The Collared Forward Transactions involve a "Floor Price" and a "Cap Price" for the shares, offering a degree of price certainty for both the company and the purchasers. While the company may receive cash upon settlement, it also retains the right to elect to receive shares in lieu of cash under certain conditions for Collared Forward Transactions. The company will pay commissions not to exceed 1.00% on sales made through the agreement.

Jun 8, 2026 8-K

SOUTHERN CO 8-K Report, Shareholder Vote Results (May 15, 2026)

This 8-K filing from Southern Co. (SO) details the results of its Annual Meeting of Stockholders held on May 13, 2026. All director nominees were overwhelmingly elected, indicating strong shareholder confidence in the current board leadership. Key proposals concerning executive compensation, the ratification of Deloitte & Touche LLP as the independent auditor, and amendments to the company's Restated Certificate of Incorporation to authorize additional common stock, preferred stock, and implement officer exculpation were also approved by a significant majority of shareholders. Notably, three shareholder proposals—regarding an independent board chairman, a report on data center costs, and a report on climate due diligence—failed to gain majority support. The approval of amendments to the certificate of incorporation, particularly those authorizing additional common and preferred stock, suggests a forward-looking strategy for potential capital raising or strategic initiatives. The overwhelming support for director elections and executive compensation signals a generally positive sentiment from the shareholder base towards the company's governance and management.

May 15, 2026 8-K

SOUTHERN CO 8-K Report, Financial Results (Apr 30, 2026)

Southern Company (SO) reported first-quarter 2026 GAAP earnings of $1.4 billion, or $1.21 per share, flat with the $1.21 per share reported in the first quarter of 2025. Excluding non-GAAP items (primarily $154 million pre-tax accelerated depreciation tied to the repowering of certain Southern Power wind facilities), adjusted earnings rose to $1.5 billion, or $1.32 per share, versus $1.23 per share a year earlier, an increase of roughly 7%. Operating revenues grew 8.0% to $8.4 billion, driven by higher wholesale electric revenues (up $221 million) and natural gas revenues (up $352 million), though milder-than-normal weather at the regulated electric utilities was a drag. The quality of the adjusted growth was mixed. Traditional electric operating companies contributed $0.08 per share of improvement, helped by higher allowance for equity funds used during construction (AFUDC equity) and retail sales growth, while higher interest expense (up $64 million) and about $0.03 of dilution from a 2.2% increase in average shares outstanding (1,124 million versus 1,100 million) offset part of the gain. Southern Power's reported net income fell 95% to $4 million, reflecting the repowering-related accelerated depreciation, while Southern Company Gas grew reported net income 6.9% to $447 million. Weather-adjusted retail sales grew 2.3%, with commercial load up 4.6% and wholesale sales up 12.9%, consistent with the data-center-driven demand growth management highlighted. The filing also flags forward-looking risks that investors should monitor. Accelerated depreciation at Southern Power is expected to continue through the third quarter of 2027, with approximately $335 million pre-tax remaining in 2026 and $100 million in 2027. Management disclosed a $2 million estimated loss at Southern Company Gas tied to Nicor Gas capital investments disallowed by the Illinois Commerce Commission, and noted that further charges are possible. The company also redeemed certain junior subordinated notes, producing an $11 million extinguishment cost. The filing's risk language emphasizes capital access and revenue recovery risks as the traditional electric operating companies invest heavily to serve large-load customers, along with customer affordability concerns.

Apr 30, 2026 8-K

Material AgreementsFinancial EventsExhibits & Filings

SOUTHERN CO 8-K Report, Corporate Update (Mar 19, 2026)

Southern Company (SO) has filed an 8-K report detailing a significant financing event. On March 16, 2026, the company entered into an Underwriting Agreement to issue and sell $1.3 billion in aggregate principal amount of Series 2026A 6.00% Fixed-to-Fixed Reset Rate Junior Subordinated Notes due April 1, 2058. This issuance was made under the company's existing shelf registration statement. This capital raise is a key event for investors to note as it impacts the company's capital structure and future financial obligations. The junior subordinated nature of these notes suggests they are subordinate to senior debt, potentially carrying a higher risk profile but also offering a fixed coupon rate of 6.00% until maturity. Investors should consider the implications of this new debt on leverage ratios and interest expense coverage.

Mar 19, 2026 8-K

SOUTHERN CO 8-K Report, Material Agreement (Feb 25, 2026)

Southern Company (SO) announced through its subsidiaries, Alabama Power and Georgia Power, significant financing arrangements under the U.S. Department of Energy's (DOE) Loan Guarantee Program. These agreements, entered into on February 20, 2026, allow Alabama Power to access up to approximately $4.1 billion and Georgia Power up to approximately $22.4 billion through multi-advance term loan facilities with the Federal Financing Bank (FFB). These funds are designated for "eligible project costs" to support a variety of energy infrastructure projects, including new gas generation, transmission lines, battery storage, hydropower, and nuclear facility upgrades. Notably, Southern Company itself is not a party to these agreements and bears no direct obligations. The financing is structured as senior unsecured obligations of Alabama Power and Georgia Power, respectively, and is backed by DOE loan guarantees. Georgia Power has already requested initial advances of approximately $1.0 billion, expected in March 2026. This development indicates substantial investment in the company's future energy infrastructure, funded through government-backed debt with long-term maturity dates extending to December 10, 2055, and attractive interest rates tied to U.S. Treasury rates.

Feb 25, 2026 8-K

SOUTHERN CO 8-K Report, Financial Results (Feb 19, 2026)

Southern Company (SO) reported fourth-quarter 2025 GAAP earnings of $416 million, or $0.38 per share, down from $534 million, or $0.49 per share, in the fourth quarter of 2024. For full-year 2025, GAAP earnings were $4.3 billion, or $3.94 per share, versus $4.4 billion, or $4.02 per share, in 2024. Excluding the items the company identifies as non-GAAP adjustments, fourth-quarter earnings were $612 million, or $0.55 per share (vs. $0.50 a year earlier), and full-year adjusted earnings were $4.7 billion, or $4.30 per share (vs. $4.05). Operating revenues rose 10.1% in the quarter to $7.0 billion and 10.6% for the year to $29.6 billion, driven largely by retail non-fuel revenue growth and higher electric and gas sales volumes. The headline GAAP decline in the quarter was driven mainly by non-recurring or non-operating items: a $123 million pre-tax loss on extinguishment of debt tied to repurchases of convertible senior notes, $116 million of pre-tax accelerated depreciation from wind repowering at Southern Power, and a $63 million estimated loss at Southern Company Gas from Illinois Commerce Commission disallowances of Nicor Gas capital investments. Partially offsetting these were a $19 million tax benefit adjustment at Southern Company Gas and a $27 million pre-tax credit related to Plant Vogtle Units 3 and 4. On an adjusted basis, the Traditional Electric Operating Companies were the primary contributor to growth, while Southern Power's earnings were weak, with a quarterly net loss of $16 million as reported. For investors, the key watch items are the sizable remaining accelerated depreciation at Southern Power (about $490 million expected in 2026 and $100 million in 2027, pre-tax), continued growth in demand from data centers and large-load customers that requires substantial new generation and transmission investment, and the risk of further charges tied to the Nicor Gas disallowance and Kemper-related items. Management emphasized rate stability and customer affordability alongside growth. The company also noted higher interest expense and depreciation as headwinds to adjusted earnings in 2025.

Feb 19, 2026 8-K/A

SOUTHERN CO 8-K/A Report, Executive Changes (Feb 17, 2026)

This amendment to Southern Company's (SO) Form 8-K clarifies board committee appointments for newly elected director John M. Turner, Jr. Initially reported in an 8-K filed on July 23, 2025, Mr. Turner's committee assignments were pending. This filing confirms his appointments to the Finance Committee and the Operations, Environmental and Safety Committee, effective February 16, 2026. For investors, these appointments signal continued board oversight and engagement in critical areas of the company's operations and financial strategy. The Finance Committee role suggests direct involvement in capital allocation, debt management, and financial planning, while the Operations, Environmental and Safety Committee assignment highlights attention to operational efficiency, regulatory compliance, and sustainability initiatives, all of which are key drivers of SO's long-term performance and shareholder value.

Feb 17, 2026 8-K

SOUTHERN CO 8-K Report, Corporate Update (Dec 19, 2025)

Southern Company's subsidiary, Georgia Power, has received significant regulatory approval from the Georgia Public Service Commission (PSC) for its requested energy capacity resources for the 2029-2031 period. The PSC approved a settlement agreement that certifies all 9,885 megawatts of requested capacity, including substantial company-owned projects projected to cost approximately $16.3 billion. A significant portion of this capital investment, around $14 billion, is expected to be incurred between 2026 and 2029, with these company-owned projects subject to PSC construction monitoring. As part of the settlement, Georgia Power has committed to ensuring that incremental revenue from large load customers will provide a downward pressure on rates for typical residential customers. This benefit is estimated at least $556 million per year on a levelized basis for 2029-2031, translating to approximately $102 per year for a residential customer using 1,000 kWh per month. This approval marks a critical step in Georgia Power's long-term capacity planning and addresses a key regulatory hurdle.

Dec 19, 2025 8-K

SOUTHERN CO 8-K Report, Corporate Update (Dec 10, 2025)

Southern Company (SO) subsidiary Georgia Power has reached a settlement agreement with the Georgia Public Service Commission (PSC) Public Interest Advocacy Staff regarding its 2029-2031 All-Source Request for Proposals and supplemental resource applications. The settlement, if approved by the PSC, would approve all 9,885 megawatts of requested resources at their individual project costs. This includes significant Company-owned projects with a projected capital investment of approximately $16.3 billion, with a substantial portion expected to be incurred between 2026 and 2029. These company-owned projects will be subject to PSC construction monitoring. As part of the agreement, Georgia Power has committed to ensuring its next base rate case results in downward pressure on incremental revenue from large load customers, equivalent to at least $556 million annually. This translates to a projected reduction of approximately $8.50 per month for a typical residential customer using 1,000 kWh per month, for the years 2029 through 2031. The Georgia PSC is scheduled to vote on the settlement on December 19, 2025, and investors should note that the final terms are subject to PSC approval and potential modification.

Dec 10, 2025 8-K

SOUTHERN CO 8-K Report, Corporate Update (Nov 6, 2025)

Southern Company (SO) has announced the completion of a significant equity offering, issuing 40,000,000 corporate units. Each unit, priced at $50, comprises a stock purchase contract obligating the holder to buy SO common stock by December 15, 2028, and a beneficial interest in two series of remarketable senior notes maturing in 2030 and 2033. This structure is designed to raise capital for the company while providing investors with a fixed annual distribution rate of 7.125% on the stated amount, split between contract adjustment payments and interest on the notes.

Nov 6, 2025 8-K

Regulation FDExhibits & Filings

SOUTHERN CO 8-K Report, Financial Results (Oct 30, 2025)

Southern Company (SO) reported third-quarter 2025 GAAP earnings of $1.7 billion, or $1.55 per basic share, up from $1.40 in Q3 2024, and reported nine-month earnings of $3.93 billion, or $3.56 per share, versus $3.53 a year earlier. Excluding items the company classifies as non-GAAP adjustments, including accelerated depreciation from wind repowering at Southern Power and a 2025 loss on debt extinguishment, adjusted Q3 EPS was $1.60 versus $1.43, and adjusted year-to-date EPS was $3.76 versus $3.56. Growth was driven mainly by higher utility retail revenues, partially offset by higher depreciation, amortization and interest expense, and milder weather. Total operating revenues rose 7.5% in the quarter to $7.8 billion and 10.7% year-to-date to $22.6 billion. The quarter shows the traditional electric operating companies carrying earnings growth, contributing $0.28 of the $0.15 reported EPS change after offsets, while Southern Power's earnings fell sharply (net income of $3 million versus $82 million) as its wind repowering accelerated depreciation weighed on results. Parent company and other costs narrowed their drag year over year. Retail sales grew 1.1% in the quarter and 1.6% year-to-date, with weather-adjusted growth of 2.6% in Q3, and management cited rising electric demand growth opportunities across its service territories. Customer count reached roughly 8.9 million regulated utility customers. The filing is a earnings release furnished under Item 2.02 and is not a new financial commitment, but it provides useful signals. Investors should note that the remaining accelerated depreciation tied to repowering is projected at about $100 million in 2025, $320 million in 2026 and $25 million in 2027, and that Mississippi Power expects additional Kemper-related costs through year-end 2025. These items are excluded from adjusted EPS, so the gap between reported and adjusted results may persist for several quarters.

Oct 30, 2025 8-K

SOUTHERN CO 8-K Report, Regulation FD Disclosure (Sep 15, 2025)

On September 15, 2025, The Southern Company (SO) filed an 8-K under Regulation FD announcing a conversion rate adjustment for its Series 2023A 3.875% Convertible Senior Notes due December 15, 2025 (CUSIP 842587DP9). The conversion rate was raised to 11.9035 shares of common stock per $1,000 principal amount of notes, effective September 15, 2025. The adjustment is mechanical rather than a sign of corporate action: the indenture requires an adjustment for cash dividends above a $0.70 per share Distribution Threshold, but adjustments below 1% are deferred and carried forward. Over six quarterly dividends, the deferred amounts accumulated until they were required to be made on September 15, 2025. For investors, the filing has limited direct financial impact. It does not indicate a change in Southern Company's financial condition, dividend policy, or operations. The notes mature December 15, 2025, so the conversion rate change matters primarily to holders who may convert before maturity and to those tracking the economics of the convertible instrument. The company also stated it will post conversion rate adjustments for its other convertible notes (Series 2024A 4.50% due June 2027 and Series 2025A 3.25% due June 2028) on its investor relations website. The filing is a routine disclosure of a contractual anti-dilution mechanism. Its main value is in confirming that the company's regular quarterly dividends have exceeded the indenture's threshold and that the company is following its indenture terms and disclosure practices for convertible debt.

Sep 15, 2025 8-K

SOUTHERN CO 8-K Report, Financial Results (Jul 31, 2025)

Southern Company (SO) reported second-quarter 2025 GAAP earnings of $0.9 billion, or $0.80 basic EPS, down from $1.2 billion, or $1.10 per share, in Q2 2024. Excluding three items (a Q2 accelerated depreciation charge tied to wind repowering at Southern Power, a debt extinguishment cost from repurchasing convertible notes, and a small Plant Vogtle/Kemper-related net credit/tax item), adjusted EPS was $0.92 versus $1.10 a year earlier. For the first six months, GAAP EPS was $2.01 (vs. $2.13) and adjusted EPS was $2.15 (vs. $2.13, essentially flat). Operating revenues rose 7.9% in the quarter to $7.0 billion and 12.5% year-to-date to $14.7 billion, driven by higher retail and natural gas revenues. The quarterly earnings decline was driven mainly by higher non-fuel O&M, depreciation, interest expense and income taxes, along with prior-year transmission asset sale gains and milder weather. Traditional electric operating companies were the largest drag in the quarter, while Parent Company and Other losses widened to $324 million from $183 million. Retail sales were up 0.5% in the quarter and 1.9% year-to-date, with weather-adjusted retail growth of 3.0% in the quarter, signaling underlying demand strength, particularly in commercial and industrial customers. Management emphasized balancing growth, reliability and affordability and said the company remains well positioned for its 2025 goals. The filing also notes the appointment of David P. Poroch as new CFO, succeeding Daniel S. Tucker, and forward-looking risks including Kemper County and Vogtle litigation, regulatory outcomes, cost overruns on construction projects, and interest rate exposure.

Jul 31, 2025 8-K

SOUTHERN CO 8-K Report, Executive Changes (Jul 23, 2025)

Southern Company (SO) announced a significant change to its Board of Directors with the election of Mr. John M. Turner, Jr., effective September 1, 2025. Mr. Turner brings extensive financial and leadership experience, currently serving as President and CEO of Regions Financial Corporation. His appointment is expected to bolster the board's expertise, particularly in areas relevant to the financial sector. In addition to the directorial change, the company has appointed Matthew M. Kim as Comptroller, effective July 31, 2025. Mr. Kim, with his prior roles as Treasurer and in various finance capacities within Southern Company and its subsidiaries, is well-positioned to manage the company's financial reporting and controls. His compensation package has been detailed, reflecting his new responsibilities.

Jul 23, 2025 8-K/A

SOUTHERN CO 8-K/A Report, Executive Changes (Jul 18, 2025)

Southern Company (SO) has filed an amendment to its previous 8-K filing to disclose material changes to the compensation package for its newly appointed Executive Vice President and Chief Financial Officer, David P. Poroch. This amendment clarifies the financial incentives and remuneration Mr. Poroch will receive upon commencing his role on July 31, 2025. Investors should note that while the initial announcement focused on the appointment itself, this updated filing provides crucial details on the financial commitment associated with this executive transition.

Jul 18, 2025 8-K

SOUTHERN CO 8-K Report, Executive Changes (Jul 11, 2025)

Southern Company (SO) announced a CFO transition, with current Comptroller David P. Poroch appointed as the new Executive Vice President and Chief Financial Officer, effective July 31, 2025. This move follows the planned retirement of Daniel S. Tucker, who will transition from his CFO role on the same date and continue as a senior advisor until his retirement on October 1, 2025. Mr. Tucker is expected to enter into a consulting agreement with Southern Company Services, Inc. for two years post-retirement, receiving $300,000 annually for his services. This executive change is a significant event for investors as it marks a shift in financial leadership. Mr. Poroch's extensive experience within the Southern Company system, including his recent role as Comptroller and prior CFO positions at subsidiary entities, suggests a continuity in financial strategy. Investors will be looking for updates on Mr. Poroch's compensation package and how the company plans to leverage his experience in the new role, while also noting the continued, albeit advisory, involvement of Mr. Tucker.

Jul 11, 2025 8-K

Shareholder MattersExhibits & Filings

SOUTHERN CO 8-K Report, Corporate Update (Jul 1, 2025)

Southern Co. (SO) announced via an 8-K filing that its subsidiary, Georgia Power Company, has secured approval for an extension of its Alternate Rate Plan (ARP) through December 31, 2028. This "ARP Extension" will maintain Georgia Power's current retail base rates for 2026, 2027, and 2028, excluding potential adjustments for storm damage costs incurred through the end of 2025, which will be addressed in a separate regulatory proceeding. The approved plan continues Georgia Power's retail return on common equity (ROE) set point at 10.50% and maintains the ROE range of 9.50% to 11.90%. Earnings above the 11.90% ROE will be shared, with 40% allocated to regulatory assets, 40% to customer refunds, and 20% retained by Georgia Power. Importantly, there is no recovery for earnings shortfalls below 9.50% on an actual basis, though Georgia Power may petition for interim cost recovery if it projects earnings below this threshold.

Jul 1, 2025 8-K

SOUTHERN CO 8-K Report, Shareholder Vote Results (May 27, 2025)

Southern Company (SO) filed an 8-K report detailing the outcomes of its Annual Meeting of Stockholders held on May 21, 2025. The report indicates strong shareholder support for the election of all director nominees and the advisory vote on executive compensation, with "Votes For" consistently exceeding 90% for directors and 93% for executive pay. Shareholders also overwhelmingly ratified the appointment of Deloitte & Touche LLP as the independent registered public accounting firm for 2025. A significant corporate governance change was approved, with shareholders voting to amend the Restated Certificate of Incorporation to reduce the supermajority vote requirement to a majority vote. Conversely, several shareholder proposals concerning majority voting, fossil fuel reliance disclosure, net-zero audits, and workforce civil liberties were not approved.

May 27, 2025 8-K

Financial EventsSecurities & ListingExhibits & Filings

SOUTHERN CO 8-K Report, Financial Obligation (May 27, 2025)

Southern Company (SO) announced on May 26, 2025, the issuance of $1.65 billion in aggregate principal amount of Series 2025A 3.25% Convertible Senior Notes due June 15, 2028. These notes are direct, unsecured, and unsubordinated obligations of the company. The issuance was conducted through a Purchase Agreement with initial purchasers and included an exercise of an over-allotment option for $200 million. Investors should note the key terms of these convertible notes, including their interest rate, maturity date, and conversion features. The notes are convertible under specific conditions related to the company's common stock price and the notes' trading price, or upon specified corporate events. The initial conversion rate is set at 8.8077 shares of common stock per $1,000 principal amount, implying an initial conversion price of approximately $113.54 per share. The company will settle conversions with a combination of cash and/or stock at its election. The issuance of these notes was made under exemptions from registration, relying on Section 4(a)(2) and Rule 144A for the initial sale, and expected to rely on Section 3(a)(9) for any shares issued upon conversion.

May 27, 2025 8-K/A

SOUTHERN CO 8-K/A Report, Executive Changes (May 27, 2025)

This 8-K filing from Southern Company (SO) is an amendment to a previous report concerning the election of Mr. James O. (Jimmy) Etheredge to the Board of Directors. The amendment clarifies his committee assignments, which were pending at the time of the initial filing. Specifically, Mr. Etheredge has been appointed to the Audit Committee, the Compensation and Talent Development Committee, and the Finance Committee, effective May 21, 2025.

May 27, 2025 8-K

SOUTHERN CO 8-K Report, Corporate Update (May 21, 2025)

Southern Company (NYSE: SO) priced $1.45 billion of Series 2025A 3.25% Convertible Senior Notes due June 15, 2028, upsized by $200 million, in a Rule 144A private offering announced May 20, 2025. The initial purchasers hold an option for up to an additional $200 million, which would bring total proceeds to roughly $1.63 billion net. The offering is expected to close May 23, 2025. The notes carry an initial conversion price of about $113.54 per share, a roughly 25% premium to the May 20 closing price, and upon conversion the company will settle principal in cash, with the excess conversion value payable in cash, shares, or a combination at its election. The company expects net proceeds of about $1.44 billion (about $1.63 billion with the option), and intends to use roughly $1.25 billion to repurchase about $781.6 million of its 3.875% Convertible Notes due December 2025 and about $328.1 million of its 4.50% Convertible Notes due June 2027 through privately negotiated transactions. The remaining proceeds will repay commercial paper and fund general corporate purposes, including investment in subsidiaries. The refinancing extends maturities and shifts near-term debt, while the exchange of existing converts can create hedging activity in SO common stock that may affect its trading price. For investors, the key items are the lower coupon relative to the existing converts being retired, the extended maturity profile, the conversion premium, and the potential dilution and stock-price effects tied to convertible arbitrage unwinds. The filing does not disclose the amount of the existing converts ultimately repurchased beyond the amounts stated, and the closing and option exercise remain subject to customary conditions.

May 21, 2025 8-K

SOUTHERN CO 8-K Report, Corporate Update (May 20, 2025)

On May 20, 2025, Southern Company (NYSE: SO) announced a proposed private offering under Rule 144A of $1.25 billion in aggregate principal amount of convertible senior notes due June 15, 2028, with an option for initial purchasers to buy up to an additional $200 million within 13 days of first issuance. The notes will be senior, unsecured obligations; final pricing terms, including the initial conversion price and interest rate, are to be set at pricing. Upon conversion, Southern will pay cash up to the principal amount and may settle the excess in cash, common stock, or a combination, at its election. The filing is a proposed offering announcement, so the offering was not yet priced at filing and terms remain subject to market conditions. A portion of the net proceeds is earmarked to repurchase part of Southern's existing convertible notes, namely its 3.875% Series 2023A notes due December 2025 and its 4.50% Series 2024A notes due June 2027, through privately negotiated transactions. Remaining proceeds are planned to repay commercial paper borrowings and fund general corporate purposes, which may include investments in subsidiaries. The company warns that these repurchases may prompt convertible arbitrage hedging activity that could push up Southern's share price and could result in a higher effective conversion price on the new notes. For investors, the deal refinances near-term convertible debt and shifts short-term borrowings toward longer-dated capital, with dilution risk dependent on final conversion terms.

May 20, 2025 8-K

SOUTHERN CO 8-K Report, Corporate Update (May 19, 2025)

Southern Company's subsidiary, Georgia Power, has entered into a settlement agreement with the Georgia Public Service Commission (PSC) Public Interest Advocacy Staff that, if approved by the PSC, will extend the company's alternate rate plan (ARP) through December 31, 2028. This agreement defers rate adjustments for 2026, 2027, and 2028, with storm damage costs to be addressed in a separate regulatory proceeding. The settlement maintains Georgia Power's retail return on equity (ROE) set point at 10.50% and equity ratio at 56%, with a continuing ROE range of 9.50% to 11.90%. Key modifications include the separate recovery of storm damage costs incurred through 2025, the continued amortization of regulatory assets, liabilities, and deferred tax credits, and a change in depreciation/amortization periods for certain generating assets to 13 years. Earnings above the ROE range will continue to be shared with customers, while shortfalls may trigger a request for an Interim Cost Recovery tariff.

May 19, 2025 8-K

SOUTHERN CO 8-K Report, Financial Results (May 1, 2025)

Southern Company (SO) reported first-quarter 2025 GAAP earnings of $1.3 billion, or $1.21 per basic share, up from $1.1 billion, or $1.03 per share, in Q1 2024, an increase of roughly 18%. Excluding charges tied to the Kemper County gasification project, and accelerated depreciation at the Kay Wind repowering project at Southern Power, adjusted earnings were $1.4 billion, or $1.23 per share, versus $1.03 a year earlier. Operating revenues rose 17.0% to $7.8 billion, driven mainly by higher retail revenues (up about 25 cents per share in EPS impact at the traditional electric operating companies) and stronger weather-related and wholesale contributions. Retail electric sales were up 3.4% overall, though weather-adjusted retail sales declined 0.3%, with residential sales weaker on a weather-adjusted basis and industrial and commercial sales roughly flat to modestly higher. The earnings drivers were higher utility revenues, partly offset by increased non-fuel operations and maintenance expense (up about 10%, or 9 cents per share), higher depreciation and amortization (6 cents per share), and higher interest expense and other items (8 cents per share). Traditional electric operating companies were the main contributor, with net income of $1.03 billion versus $819 million a year earlier, while Southern Power's net income declined to $87 million and Southern Company Gas's rose modestly to $418 million. Management emphasized a goal of regular, predictable and sustainable long-term results. Investors should note the company's ongoing Kemper and Kay Wind-related costs, with Kay Wind accelerated depreciation projected at about $100 million in 2025 and $40 million in 2026, and the Kemper dismantlement costs expected to continue through the end of 2025. The filing is a earnings release furnished under Item 2.02 rather than a filed financial statement, and it includes non-GAAP measures reconciled to GAAP net income. Reported results are the primary benchmark, but the excluded items are recurring themes for this company and merit monitoring.

May 1, 2025 8-K

SOUTHERN CO 8-K Report, Corporate Update (Feb 28, 2025)

Southern Company (SO) has filed an 8-K report disclosing the issuance and sale of $1.8 billion in aggregate principal amount of Series 2025B 6.375% Fixed-to-Fixed Reset Rate Junior Subordinated Notes due March 15, 2055. These notes were issued under the Company's existing shelf registration statement, indicating a strategic move to raise capital. The offering was made through an Underwriting Agreement with several prominent financial institutions, acting as representatives for the Underwriters. This debt issuance represents a significant financing event for Southern Company. The junior subordinated nature of these notes suggests they may carry higher interest rates compared to senior debt, reflecting their subordinate position in the capital structure. Investors should note the 6.375% fixed interest rate, which will reset at a fixed-to-fixed rate, and the long maturity of 30 years. This move likely aims to fund ongoing operations, capital expenditures, or refinance existing debt, and provides insights into the company's capital management strategy and financial flexibility.

Feb 28, 2025 8-K

SOUTHERN CO 8-K Report, Financial Results (Feb 20, 2025)

Southern Company (SO) reported fourth-quarter 2024 GAAP earnings of $534 million, or $0.49 basic EPS, down from $855 million, or $0.78, in Q4 2023. Excluding non-GAAP items, Q4 2024 earnings were $544 million, or $0.50 per share, versus $700 million, or $0.64, a year earlier. The quarterly decline was driven largely by a $222 million pre-tax-equivalent swing in Plant Vogtle Units 3 and 4 estimated loss reversals in 2023 that did not recur, along with higher non-fuel O&M, interest expense, depreciation and income taxes at the Traditional Electric Operating Companies. Q4 2024 operating revenues rose 4.9% to $6.3 billion. For full-year 2024, GAAP net income was $4.4 billion, or $4.02 basic EPS, versus $4.0 billion, or $3.64, in 2023. Excluding items, full-year EPS was $4.05 compared with $3.65, an increase of about 11%. Operating revenues grew 5.8% to $26.7 billion, supported by higher retail non-fuel revenues (up about $1.7 billion, or 14%), with retail kilowatt-hour sales up 3.0% and weather-adjusted growth of 0.8%. Commercial and residential demand strength, along with a 2% increase in Traditional Electric Operating Company customers, supported the top line, partially offset by higher O&M, interest and depreciation costs. Investors should note the continued volatility in project-related charges, including the Vogtle reversals, Kemper County dismantlement costs (roughly $15 million expected in 2025), the Kay Wind repowering accelerated depreciation (about $100 million projected in 2025 and $40 million in 2026), and a $36 million Alabama Power impairment. Southern Company also said that forward-looking guidance is available in its earnings slides rather than this release. Diluted EPS was $0.48 for Q4 2024 and $3.99 for full-year 2024.

Feb 20, 2025 8-K

SOUTHERN CO 8-K Report, Executive Changes (Feb 12, 2025)

Southern Company (SO) has announced a change to its Board of Directors with the election of Mr. James O. (Jimmy) Etheredge, effective April 1, 2025. Mr. Etheredge brings extensive executive experience, having most recently served as Chief Executive Officer - North America for Accenture plc until his retirement in August 2023. His prior role at Accenture, a leading global professional services company, suggests a strong background in strategy, operations, and potentially technology, which could be valuable assets for Southern Company's board. This appointment is a routine board refreshment and does not appear to be related to any immediate strategic shifts or financial distress. Investors should note that committee assignments for Mr. Etheredge are pending and will be disclosed in a future amendment. His compensation will follow the company's standard non-employee director program, ensuring alignment with existing governance practices. Overall, this appears to be a strategic addition to the board aimed at leveraging Mr. Etheredge's expertise.

Feb 12, 2025 8-K/A

SOUTHERN CO 8-K/A Report, Executive Changes (Feb 11, 2025)

This amended 8-K filing from Southern Company (SO) provides crucial updates regarding the compensation package for Stanley W. Connally, Jr., who was appointed Executive Vice President and Chief Operating Officer effective January 1, 2025. While the initial 8-K filed in December 2024 announced his appointment, the details of his compensation were pending. This amendment clarifies these arrangements, which were approved by the Compensation and Talent Development Committee on February 5, 2025. Investors should note the specific figures for Mr. Connally's new role, which are effective March 1, 2025. His annual base salary is set at $870,000. Additionally, his incentive compensation structure includes an annual incentive target of 90% of his base salary and a long-term equity incentive target of 265% of his base salary. These compensation details are important for understanding executive pay practices and potential impacts on future financial performance.

Feb 11, 2025 8-K

SOUTHERN CO 8-K Report, Corporate Update (Jan 13, 2025)

Southern Company (SO) has announced the successful issuance of $565 million in aggregate principal amount of Series 2025A Junior Subordinated Notes due March 15, 2085. These notes carry a coupon rate of 6.50% and were issued under the company's existing shelf registration statement. The offering involved a primary issuance of $500 million, with an additional $65 million issued upon the exercise of an underwriter's option. This debt issuance represents a strategic move by Southern Company to bolster its capital structure and potentially fund ongoing or future projects. Investors should note the long-term maturity of these notes, which extends to 2085, indicating a commitment to long-term financing. The 6.50% interest rate provides a clear income stream for noteholders, and the junior subordinated nature of the debt suggests it ranks below senior secured and unsecured debt in the event of bankruptcy, impacting its risk profile.

Jan 13, 2025 8-K

SOUTHERN CO 8-K Report, Executive Changes (Dec 10, 2024)

Southern Company (SO) has announced a significant leadership transition, with Stanley W. Connally, Jr. appointed to the key role of Executive Vice President and Chief Operating Officer, effective January 1, 2025. This appointment reflects a strategic move to place experienced leadership within critical operational functions of the company. Mr. Connally brings extensive experience, having served in various executive roles within Southern Company and its subsidiaries since 2012, most recently as Executive Vice President for Operations and CEO of Southern Company Services, Inc. since April 2021. Investors should note that while this is a material appointment, details regarding Mr. Connally's compensation for his new role are still pending and will be disclosed via an amendment to this report once finalized. This leadership change is a noteworthy event for Southern Company, indicating continuity and the leveraging of internal talent for its operational strategy moving forward.

Dec 10, 2024 8-K

SOUTHERN CO 8-K Report, Financial Results (Oct 31, 2024)

Southern Company (SO) reported third-quarter 2024 GAAP earnings of $1.5 billion, or $1.40 per basic share, up from $1.30 in the prior-year quarter, while excluding certain items it earned $1.43 per share versus $1.42 a year earlier. Results were lifted by higher utility revenues, with operating revenues up 4.2% to $7.3 billion. Adjusted earnings growth was modest because higher interest expense, depreciation and amortization, non-fuel O&M, and income taxes offset the revenue gains. The reported quarter also included a $36 million pre-tax impairment at Alabama Power tied to a discontinued commercial facility, and a $12-cent benefit from the reversal of prior Plant Vogtle Units 3 and 4 losses that flatters the GAAP comparison. For the nine-month period, GAAP EPS rose to $3.53 from $2.86 and excluding items to $3.56 from $3.01, a much stronger trajectory driven by the Traditional Electric Operating Companies, which contributed 62 cents of the 55-cent year-to-date adjusted EPS increase. Georgia Power was the standout, with net income up roughly 45% year to date, benefiting from rate-base growth and the absence of the 2023 Vogtle charge. Retail non-fuel electric revenues rose sharply year to date, while weather-adjusted retail sales grew only 0.6%, and residential sales declined on a weather-adjusted basis, a point investors may watch closely. The quarter was dominated by Hurricane Helene, which management described as the most destructive storm in Georgia Power's history. Restoration costs and customer impacts are not quantified in this release, so the financial effect of the storm on future quarters remains an open question. Investors should also note that Mississippi Power expects roughly $15 million of additional annual Kemper-related costs through 2025, and that Vogtle-related and other project charges may still occur given the uncertainty noted in the filing.

Oct 31, 2024 8-K

SOUTHERN CO 8-K Report, Corporate Update (Sep 9, 2024)

Southern Company (SO) has filed an 8-K report to disclose its recent debt financing activities. On September 4, 2024, the company entered into an Underwriting Agreement to issue and sell $750 million in aggregate principal amount of Series 2024B 4.85% Senior Notes due March 15, 2035. These notes were registered under the company's existing shelf registration statement. This issuance represents a strategic move to secure long-term funding, likely to support ongoing capital expenditures, infrastructure investments, or refinance existing debt. The fixed interest rate of 4.85% provides certainty regarding future interest expenses for this portion of the company's debt. Investors should note this increase in outstanding debt and consider its impact on the company's leverage ratios and overall financial strategy.

Sep 9, 2024 8-K

SOUTHERN CO 8-K Report, Financial Results (Aug 1, 2024)

Southern Company (SO) reported second-quarter 2024 GAAP net income attributable to the company of $1.2 billion, or $1.10 per basic share, up from $838 million, or $0.77 per share, in the second quarter of 2023. For the six months ended June 30, 2024, GAAP earnings were $2.3 billion, or $2.13 per share, versus $1.7 billion, or $1.56 per share, a year earlier. Excluding the non-GAAP items the company identifies (primarily a $21 million pre-tax credit on Plant Vogtle Units 3 and 4 offset by a $14 million tax charge, plus Kemper-related costs), adjusted EPS was $1.10 for the quarter, up from $0.79 in 2023, and $2.13 year-to-date, up from $1.59. Note that the 2023 comparison excludes a $38 million pre-tax charge at Southern Company Gas tied to an Illinois Commerce Commission disallowance, so the reported and adjusted comparisons differ. Top-line growth was strong. Second-quarter operating revenues rose 12.4% to $6.5 billion, driven largely by a 5.8% increase in retail kilowatt-hour sales (weather-adjusted retail sales were up only 0.6%, indicating weather was a major contributor) and higher retail revenue impacts from rate and customer factors. Retail customers grew 1.2% at the traditional electric operating companies and 0.4% at Southern Company Gas. Management attributed the quarter's performance to strong economic development and customer growth in the Southeastern service footprint. Quarterly EPS growth of $0.33 was driven mainly by the traditional electric operating companies (+$0.34), partially offset by higher parent-level costs (-$0.03). Earnings quality warrants attention. Year-to-date EPS growth was partly supported by Southern Company Gas, whose net income rose 31.6% to $517 million, and by lower operating expenses. However, interest expense rose $84 million in the quarter and $166 million year-to-date, and income taxes increased sharply, which weighed on the traditional utilities' earnings. Investors should also note that the company explicitly warned that further charges or credits related to Vogtle and Kemper may occur, with uncertain timing and amount, and that Kemper will incur roughly $15 million of additional pre-tax costs annually through 2025.

Aug 1, 2024 8-K

Shareholder Matters

SOUTHERN CO 8-K Report, Shareholder Vote Results (May 24, 2024)

Southern Company (SO) filed an 8-K report detailing the results of its Annual Meeting of Stockholders held on May 22, 2024. The meeting primarily focused on voting outcomes for the Board of Directors and several key corporate proposals. Investors can take comfort in the overwhelming re-election of all director nominees, demonstrating strong shareholder confidence in the current leadership and governance structure. Furthermore, the advisory vote on executive compensation received substantial approval, and the appointment of Deloitte & Touche LLP as the independent auditor for 2024 was overwhelmingly ratified. However, a notable outcome was the failure of two significant proposals: an amendment to reduce the supermajority vote requirement for charter amendments and a stockholder proposal for a simple majority vote. The failure of these proposals indicates a continued preference among a significant portion of shareholders for the existing voting thresholds.

May 24, 2024 8-K

Financial EventsSecurities & ListingExhibits & Filings

SOUTHERN CO 8-K Report, Executive Changes (May 13, 2024)

Southern Company (SO) has filed an 8-K report announcing the upcoming retirement of Stephen E. Kuczynski, who currently serves as Chairman and Chief Executive Officer of Southern Nuclear Operating Company, Inc. (a subsidiary) and is a named executive officer of the parent company, The Southern Company. Mr. Kuczynski's retirement will be effective June 28, 2024. This leadership transition at a key subsidiary, Southern Nuclear, is a significant development for investors. While the filing does not provide details on his successor or the broader implications for the company's strategic direction, investors should monitor future communications from Southern Company for updates on leadership appointments and the continuity of operational management within its nuclear segment. The company will likely address this change in subsequent filings and investor calls.

May 13, 2024 8-K

SOUTHERN CO 8-K Report, Financial Obligation (May 9, 2024)

Southern Company (SO) announced on May 9, 2024, the issuance of $1.5 billion in aggregate principal amount of Series 2024A 4.50% Convertible Senior Notes due June 15, 2027. These unsecured notes bear a 4.50% annual interest rate, payable semiannually. The issuance, which included an over-allotment option exercise, was conducted under exemptions from registration for qualified institutional buyers. Investors should note that these notes are convertible into SO common stock under specific conditions related to the stock's trading price or upon certain corporate events. The initial conversion price is approximately $92.45 per share. In the event of a Fundamental Change, noteholders have the right to require the company to repurchase their notes at par value plus accrued interest. The company has the option to settle conversions with cash, shares, or a combination thereof.

May 9, 2024 8-K

SOUTHERN CO 8-K Report, Corporate Update (May 7, 2024)

Southern Company (NYSE: SO) disclosed in an 8-K filed May 7, 2024 that it priced an upsized private offering of $1.3 billion aggregate principal amount of 4.50% Series 2024A Convertible Senior Notes due June 15, 2027, sold to qualified institutional buyers under Rule 144A. The offering was upsized by $200 million from the previously announced size, and the initial purchasers hold an option to buy up to an additional $200 million of notes within 13 days of first issuance. The offering was expected to close on May 9, 2024, subject to customary conditions. The notes carry a conversion price of approximately $92.45 per share (a conversion rate of 10.8166 shares per $1,000 principal), a roughly 22.5% premium over Southern Company's last reported sale price on May 6, 2024. Before March 15, 2027, conversion is restricted to specified triggering events and periods; afterward, holders may convert at any time until the second trading day before maturity. On conversion, the company must pay cash up to the principal amount, with the excess settled in cash, shares, or a combination at its election, which gives management flexibility over potential dilution. The company intends to use the net proceeds mainly to repay commercial paper borrowings, with any remainder going to general corporate purposes, potentially including investments in subsidiaries. For investors, the deal shifts short-term funding from commercial paper toward a fixed-rate, equity-linked instrument with a roughly three-year tenor. The filing contains no earnings or operating results, and the forward-looking statement caveats cover financing access, credit ratings, and macroeconomic and catastrophic risks.

May 7, 2024 8-K

SOUTHERN CO 8-K Report, Corporate Update (May 6, 2024)

Southern Company (NYSE: SO) announced on May 6, 2024 a proposed private offering under Rule 144A of $1.1 billion in aggregate principal amount of convertible senior notes due June 15, 2027, with an option for initial purchasers to buy up to an additional $200 million within 13 days of first issuance. The notes will be senior, unsecured obligations of the company, pay interest semiannually, and their final coupon and initial conversion price will be set at pricing. Because the notes are offered only to qualified institutional buyers and are not registered, they are not an offer to sell publicly and the filing itself contains no earnings or operating results. For investors, the key points are the use of proceeds and the conversion mechanics. Southern intends to use the net proceeds primarily to repay commercial paper borrowings, with any remainder for general corporate purposes, including investments in subsidiaries. This shifts short-term funding toward longer-dated debt with a 2027 maturity. Upon conversion, the company will settle the principal in cash and may settle the excess conversion value in cash, common shares, or a mix, at its election, which limits but does not eliminate potential dilution. Conversion is restricted before March 15, 2027, and is unrestricted thereafter until the second trading day before maturity. The filing is a financing announcement rather than a material change in performance. Investors should watch the pricing release for the final coupon, conversion premium, and conversion price, which will determine the cost of the financing and the dilution threshold. The offering's size relative to Southern's broader debt and commercial paper program, and the company's credit ratings, will be the main factors in assessing the financing's impact.

May 6, 2024 8-K

SOUTHERN CO 8-K Report, Corporate Update (May 3, 2024)

Southern Company (SO) has filed an 8-K report detailing the entry into a Distribution Agreement, effective May 3, 2024, with a syndicate of prominent financial institutions acting as sales agents and forward purchasers. This agreement allows the company to offer and sell shares of its common stock, up to an aggregate of 50 million shares, from time to time through these agents. The shares to be sold are already registered under a shelf registration statement, streamlining the process for potential future capital raises. Furthermore, the agreement includes provisions for forward stock purchase transactions. These transactions involve forward purchasers borrowing shares to hedge their positions, which indirectly facilitates the sale of SO's common stock. This structure suggests a flexible approach by Southern Company to manage its equity financing and potentially optimize its capital structure. Investors should monitor the company's use of this agreement as a potential source of capital, while also considering the dilutive effects of any future share sales.

May 3, 2024 8-K

SOUTHERN CO 8-K Report, Financial Results (May 2, 2024)

Southern Company (SO) reported first-quarter 2024 GAAP net income attributable to Southern Company of $1.129 billion, or $1.03 per basic share, up from $862 million, or $0.79 per share, in Q1 2023, a 31% increase. Excluding small items (an estimated loss on plants under construction of $4 million pre-tax, versus $2 million in 2023, and a $5 million debt extinguishment loss in 2023), adjusted earnings were $1.132 billion, or $1.03 per share, compared with $867 million, or $0.79 per share. Operating revenues rose 2.6% to $6.646 billion, and operating income increased to $1.703 billion from $1.218 billion, though this was helped by a sharp drop in natural gas costs. Diluted EPS matched basic EPS at $1.03. The growth was driven mainly by the Traditional Electric Operating Companies, which contributed $0.19 of the $0.24 year-over-year EPS increase, followed by Southern Company Gas at $0.09. Retail non-fuel revenues climbed about 15% to $2.93 billion, helped by weather that was less mild than a year earlier and by stronger commercial and residential usage. Management specifically cited higher weather-adjusted commercial sales and increased usage from existing data center customers. Retail sales volume rose 5.6% overall, or 1.7% on a weather-adjusted basis. Offsetting these gains were higher interest expense, which rose to $665 million from $582 million, and higher depreciation and amortization. The most notable operational milestone was the commercial operation of Plant Vogtle Unit 4, which management said brings the completed Vogtle nuclear complex to roughly 2,200 megawatts of new carbon-free capacity and makes it the largest clean energy generator in the United States. Investors should still watch the remaining uncertainty around possible future charges or credits tied to Vogtle Units 3 and 4, as well as ongoing Kemper County gasifier dismantlement costs of about $15 million annually through 2025.

May 2, 2024 8-K

SOUTHERN CO 8-K Report, Corporate Update (Apr 29, 2024)

Southern Company's subsidiary, Georgia Power Company, has officially announced that Plant Vogtle Unit 4 has reached commercial operation and has been placed in service as of April 28, 2024. This marks a significant milestone for the company, as it brings the final unit of the Plant Vogtle expansion project online. The successful completion and operation of Unit 4 are crucial for the company's long-term energy generation strategy and its commitment to providing reliable and carbon-free electricity. Investors will be looking at the operational performance and cost implications of this new unit moving forward.

Apr 29, 2024 8-K

SOUTHERN CO 8-K Report, Corporate Update (Feb 28, 2024)

Southern Company (SO) has filed an 8-K to report on the issuance of additional senior notes. Specifically, the company entered into underwriting agreements on February 26, 2024, for an aggregate principal amount of $400 million of Series 2023D 5.50% Senior Notes due March 15, 2029, and an additional $400 million of Series 2023E 5.70% Senior Notes due March 15, 2034. These offerings are part of previously issued series of notes. This issuance increases the outstanding principal amount for the Series 2023D notes to $1 billion and for the Series 2023E notes to $1.1 billion. The notes were registered under the Securities Act of 1933, utilizing the company's existing shelf registration statement. This filing primarily provides details on the debt issuance, including the underwriting agreements and supplemental indentures, and is important for understanding the company's financing activities and capital structure.

Feb 28, 2024 8-K

SOUTHERN CO 8-K Report, Financial Results (Feb 15, 2024)

Southern Company (SO) reported fourth-quarter 2023 GAAP net income of $855 million, or $0.78 per basic share, versus a loss of $87 million, or $(0.08) per share, in Q4 2022. For full-year 2023, GAAP net income was $3.976 billion, or $3.64 per share, up from $3.524 billion, or $3.28 per share, in 2022. Excluding the items the company identifies as non-GAAP adjustments, Q4 2023 earnings were $700 million, or $0.64 per share, versus $0.26 in Q4 2022, and full-year adjusted earnings were $3.982 billion, or $3.65 per share, versus $3.60 in 2022. The adjusted full-year increase was modest (about 1.4% per share), with growth in utility revenues, lower non-fuel O&M, and lower income taxes offset by higher depreciation and interest expense, plus milder-than-normal weather at the regulated electric utilities. The headline reported figures are flattered by large swing items. Q4 2023 included a $228 million pre-tax credit (about $0.29 per share on a reported basis) related to Plant Vogtle Units 3 and 4 estimated losses, while Q4 2022 carried a $201 million charge. Net of other items, the reported Q4 improvement is largely driven by these reversals rather than underlying operations. Revenue declined sharply, with Q4 operating revenues down 14.2% to $6.0 billion and full-year revenues down 13.8% to $25.3 billion, primarily because of lower fuel costs passed through to customers. Electric sales volumes fell 4.3% for both the quarter and the year, though weather-adjusted retail sales were roughly flat to modestly down. The key investor takeaways are the completion of Plant Vogtle Unit 3, the first new U.S. nuclear unit in over three decades, and continued cost discipline. Investors should weigh the ongoing risk of further Vogtle and Kemper-related charges, the Illinois disallowances at Southern Company Gas, and rising depreciation and interest costs as the company's capital program grows. The filing contains no forward-looking guidance changes in the text provided; the company's earnings guidance is referenced in separate slides not included here.

Feb 15, 2024 8-K/A

SOUTHERN CO 8-K/A Report, Executive Changes (Feb 6, 2024)

This 8-K filing from Southern Company (SO) is an amendment to a previous report filed in October 2023. The primary purpose of this amendment is to provide an update on the committee assignments for Ms. Shantella E. Cooper, who was elected to the Board of Directors in October 2023. Investors should note that these committee appointments are routine and administrative in nature, confirming Ms. Cooper's integration into the Board's governance structure.

Feb 6, 2024 8-K

SOUTHERN CO 8-K Report, Corporate Update (Feb 1, 2024)

This 8-K filing from Southern Company (SO) reports an update on the in-service date for Plant Vogtle Unit 4. Georgia Power Company has identified and remediated vibrations in the cooling system's piping during start-up and pre-operational testing. This issue is similar to what was encountered with Unit 3. Consequently, the in-service date for Unit 4 is now projected for the second quarter of 2024. While the total capital cost forecast is not expected to change, a delay beyond the second quarter of 2024 could result in additional capital costs of up to $15 million per month. More critically, if commercial operation is not achieved by March 31, 2024, Georgia Power's return on equity for its Nuclear Construction Cost Recovery tariff will be reduced to zero, leading to an estimated negative earnings impact of approximately $30 million per month until commercial operation begins. Investors should monitor the upcoming February 2024 earnings call for further details.

Feb 1, 2024 8-K