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Georgia Power (GPJA) prices 2025B, 2026A and 2026B senior note offerings

Filing Impact
(High)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Georgia Power Company disclosed that it has entered into several underwriting agreements to issue additional long-term debt. The company agreed to sell an additional $150,000,000 of its Series 2025B 4.85% Senior Notes due March 15, 2031, bringing the total outstanding for this series to $900,000,000 after the offering. Georgia Power also entered into agreements to issue $600,000,000 of Series 2026A Floating Rate Senior Notes due November 22, 2027 and $550,000,000 of Series 2026B 4.60% Senior Notes due June 15, 2029. All of these senior notes were registered under an existing shelf registration statement, and the filing lists the related underwriting agreements, supplemental indentures, note forms, and legal and tax opinions as exhibits.

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Item 8.01 Other Events Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Additional Series 2025B Senior Notes $150,000,000 aggregate principal amount 4.85% Senior Notes due March 15, 2031
Total Series 2025B outstanding $900,000,000 aggregate principal amount Outstanding after completion of additional 2025B offering
Series 2026A Senior Notes $600,000,000 aggregate principal amount Floating Rate Senior Notes due November 22, 2027
Series 2026B Senior Notes $550,000,000 aggregate principal amount 4.60% Senior Notes due June 15, 2029
Shelf registration number Registration No. 333-285111 Securities Act shelf registration covering these senior notes
Underwriting Agreement financial
"entered into an Underwriting Agreement covering the issue and sale of an additional $150,000,000"
An underwriting agreement is a contract where a company selling new stocks or bonds hires financial firms to buy those securities and resell them to investors. It matters because the agreement sets the offering price, number of securities, fees and which party bears the risk if sales fall short—think of it as a promise that the sale will happen and a roadmap investors can use to understand how the new securities reach the market.
Senior Notes financial
"Series 2025B 4.85% Senior Notes due March 15, 2031"
Senior notes are a type of loan that a company borrows from investors, promising to pay it back with interest. They are called "senior" because in case the company faces financial trouble, these lenders are paid back before others. This makes senior notes safer for investors compared to other types of loans or bonds.
Floating Rate Senior Notes financial
"Series 2026A Floating Rate Senior Notes due November 22, 2027"
shelf registration statement regulatory
"registered under the Securities Act of 1933, as amended, pursuant to the shelf registration statement"
A shelf registration statement is a document a company files with regulators that allows it to sell shares or bonds quickly when it’s a good time to raise money. It’s like having a pre-approved plan ready so the company can act fast without going through lengthy paperwork each time they want to sell, making fundraising more flexible.
Supplemental Indenture financial
"First Supplemental Indenture dated as of May 22, 2026 to Senior Note Indenture"
A supplemental indenture is a written amendment to the original bond agreement that changes specific terms of a debt contract, such as payment schedules, interest rates, collateral or covenant protections. Investors care because it alters the legal rights and risks tied to a security — like renegotiating a mortgage where the lender and borrower agree to new rules — and can affect a bond’s credit quality, yield and market value.
Tax Opinion financial
"Tax Opinion of Troutman Pepper Locke LLP relating to the Series 2026A Senior Notes"
A tax opinion is a written analysis by a qualified tax professional that explains how a particular transaction or arrangement is likely to be treated under tax law and how confident the advisor is in that outcome. Investors use it like a weather forecast for tax risk: it helps estimate potential tax bills, cash flow effects and legal exposure, reducing uncertainty when valuing or deciding to back a deal.
Understanding 8-K Material Events →
0000041091FALSE00000410912026-05-192026-05-19

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported)May 19, 2026
Commission
File Number		Registrant,
State of Incorporation,
Address and Telephone Number		I.R.S. Employer
Identification No.
1-6468Georgia Power Company58-0257110
(A Georgia Corporation)
241 Ralph McGill Boulevard, N.E.
Atlanta, Georgia 30308
(404) 506-6526

The name and address of the registrant have not changed since the last report.
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrants under any of the following provisions:
☐
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:
RegistrantTitle of each classTrading
Symbol(s)		Name of each exchange
on which registered
Georgia Power CompanySeries 2017A 5.00% Junior
Subordinated Notes due 2077		GPJANew 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 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§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 8.01.
Other Events.
On May 19, 2026, Georgia Power Company (the “Company”) entered into an Underwriting Agreement covering the issue and sale of an additional $150,000,000 aggregate principal amount of its Series 2025B 4.85% Senior Notes due March 15, 2031 (the “Series 2025B Senior Notes”). The additional Series 2025B Senior Notes are part of the same series of debt securities as the Series 2025B Senior Notes issued by the Company on March 3, 2025 and September 29, 2025. Upon completion of this offering, the aggregate principal amount of outstanding Series 2025B Senior Notes was $900,000,000. Also on May 19, 2026, the Company entered into Underwriting Agreements covering the issue and sale of $600,000,000 aggregate principal amount of its Series 2026A Floating Rate Senior Notes due November 22, 2027 (the “Series 2026A Senior Notes”) and the issue and sale of $550,000,000 aggregate principal amount of its Series 2026B 4.60% Senior Notes due June 15, 2029 (the “Series 2026B Senior Notes”). The Series 2026A Senior Notes, the Series 2026B Senior Notes and the additional Series 2025B Senior Notes were each registered under the Securities Act of 1933, as amended, pursuant to the shelf registration statement (Registration No. 333-285111) of the Company.
Item 9.01.
Financial Statements and Exhibits.
(d) Exhibits.
1.1(a)
Underwriting Agreement relating to the additional Series 2025B Senior Notes, dated May 19, 2026, among the Company and BMO Capital Markets Corp., Mizuho Securities USA LLC, MUFG Securities Americas Inc., RBC Capital Markets, LLC and SMBC Nikko Securities America, Inc., as representatives of the several Underwriters named in Schedule I thereto.
1.1(b)
Underwriting Agreement relating to the Series 2026A Senior Notes, dated May 19, 2026, among the Company and BMO Capital Markets Corp., Mizuho Securities USA LLC, MUFG Securities Americas Inc., RBC Capital Markets, LLC and SMBC Nikko Securities America, Inc., as representatives of the several Underwriters named in Schedule I thereto.
1.1(c)
Underwriting Agreement relating to the Series 2026B Senior Notes, dated May 19, 2026, among the Company and BMO Capital Markets Corp., Mizuho Securities USA LLC, MUFG Securities Americas Inc., RBC Capital Markets, LLC and SMBC Nikko Securities America, Inc., as representatives of the several Underwriters named in Schedule I thereto.


4.2
Senior Note Indenture dated as of December 1, 2025, between the Company and U.S. Bank Trust Company, National Association, as Senior Note Indenture Trustee.
4.3(a)
Seventy-Fourth Supplemental Indenture dated as of March 3, 2025 to Senior Note Indenture dated as of January 1, 1998, providing for the issuance of the Series 2025B Senior Notes. (Designated in Form 8-K dated February 24, 2025, File No. 1-6468, as Exhibit 4.3(b).)
4.3(b)
First Supplemental Indenture dated as of May 22, 2026 to Senior Note Indenture dated as of December 1, 2025, providing for the issuance of the Series 2026A Senior Notes.
4.3(c)
Second Supplemental Indenture dated as of May 22, 2026 to Senior Note Indenture dated as of December 1, 2025, providing for the issuance of the Series 2026B Senior Notes.
4.9(a)
Form of the Series 2025B Senior Note (included in Exhibit 4.3(a) above).
4.9(b)
Form of the Series 2026A Senior Note (included in Exhibit 4.3(b) above).
4.9(c)
Form of the Series 2026B Senior Note (included in Exhibit 4.3(c) above).
5.1(a)
Opinion of Troutman Pepper Locke LLP relating to the additional Series 2025B Senior Notes.
5.1(b)
Opinion of Troutman Pepper Locke LLP relating to the Series 2026A Senior Notes.
5.1(c)
Opinion of Troutman Pepper Locke LLP relating to the Series 2026B Senior Notes.
8.1(a)
Tax Opinion of Troutman Pepper Locke LLP relating to the additional Series 2025B Senior Notes.
8.1(b)
Tax Opinion of Troutman Pepper Locke LLP relating to the Series 2026A Senior Notes.
8.1(c)
Tax Opinion of Troutman Pepper Locke LLP relating to the Series 2026B Senior Notes.
23.1
Consent of Troutman Pepper Locke LLP (included in Exhibit 5.1(a) above).
23.2
Consent of Troutman Pepper Locke LLP (included in Exhibit 5.1(b) above).
23.3
Consent of Troutman Pepper Locke LLP (included in Exhibit 5.1(c) above).
23.4
Consent of Troutman Pepper Locke LLP (included in Exhibit 8.1(a) above).
23.5
Consent of Troutman Pepper Locke LLP (included in Exhibit 8.1(b) above).
23.6
Consent of Troutman Pepper Locke LLP (included in Exhibit 8.1(c) above).
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SIGNATURE

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

Date: May 22, 2026GEORGIA POWER COMPANY



By/s/Melissa K. Caen
Melissa K. Caen
Assistant Secretary


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Source: View Original Filing on SEC EDGAR

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