Were Sloane N. Drake’s SO share disposals open-market sales?

No, the reported disposals were for tax withholding. The filing states 8,107 and 598 Southern Company shares were delivered at $90.86 per share to satisfy required state and federal tax withholding on equity awards, not discretionary open-market selling activity by the executive.

Form 4: Drake Sloane N reports multiple insider transactions in SO

Filing Impact

(Very High)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Drake Sloane N reported multiple insider transaction types in a Form 4 filing for SO. The filing lists transactions totaling 29,539 shares at a weighted average price of $90.86 per share. Following the reported transactions, holdings were 2,591 shares.

Insider Trade Summary

1,296 shares exercised/converted

Mixed 6 txns

Insider Drake Sloane N

Role EVP & CHRO

Type	Security	Shares	Price	Value
Exercise	Performance Restricted Stock Units	1,296	$0.00	--
Grant/Award	Southern Company Common Stock	18,198	$0.00	--
Tax Withholding	Southern Company Common Stock	8,107	$90.86	$737K
Exercise	Southern Company Common Stock	1,340	$0.00	--
Tax Withholding	Southern Company Common Stock	598	$90.86	$54K
holding	Southern Company Common Stock	--	--	--

Holdings After Transaction: Performance Restricted Stock Units — 2,591 shares (Direct); Southern Company Common Stock — 45,510 shares (Direct); Southern Company Common Stock — 2,589.599 shares (Indirect, 401(k))

Footnotes (1)

Shares acquired upon vesting of performance share units under Company's Performance Share Program for the 2023-2025 award. The Compensation and Talent Development Committee certified performance on February 11, 2026. Includes accrued dividend equivalent units. Shares withheld to satisfy required state and federal tax withholding requirements. Shares acquired upon vesting of first 1/3 of performance restricted stock units granted on February 5, 2025. The Compensation and Talent Development Committee certified performance on February 11, 2026. Includes 44 accrued dividend equivalent units. Represents first 1/3 of performance restricted stock units granted on February 5, 2025. The remaining award will vest 1/3 in 2027 and 1/3 in 2028. Each restricted stock unit represents the right to receive, at settlement, one share of common stock. Additional units will be acquired with deemed dividends. Shares will be withheld upon vesting to satisfy tax requirements.

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Form 4 Insider Transactions: What Each Field Means →

02/13/2026 - 03:50 PM

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Drake Sloane N

(Last)

(First)

(Middle)

30 IVAN ALLEN JR BLVD NW

(Street)

ATLANTA

30308

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
SOUTHERN CO [ SO ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	EVP & CHRO

3. Date of Earliest Transaction (Month/Day/Year)
02/11/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Southern Company Common Stock	02/11/2026		A		18,198⁽¹⁾	A	$0	45,510	D
Southern Company Common Stock	02/11/2026		F		8,107⁽²⁾	D	$90.86	37,403	D
Southern Company Common Stock	02/11/2026		M		1,340⁽³⁾	A	$0	38,743	D
Southern Company Common Stock	02/11/2026		F		598⁽²⁾	D	$90.86	38,145	D
Southern Company Common Stock								2,589.5985	I	401(k)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Performance Restricted Stock Units	$0	02/11/2026		M			1,296⁽⁴⁾	⁽⁴⁾	⁽⁴⁾	Southern Company Common Stock	1,296	$0	2,591	D

Explanation of Responses:

1. Shares acquired upon vesting of performance share units under Company's Performance Share Program for the 2023-2025 award. The Compensation and Talent Development Committee certified performance on February 11, 2026. Includes accrued dividend equivalent units.

2. Shares withheld to satisfy required state and federal tax withholding requirements.

3. Shares acquired upon vesting of first 1/3 of performance restricted stock units granted on February 5, 2025. The Compensation and Talent Development Committee certified performance on February 11, 2026. Includes 44 accrued dividend equivalent units.

4. Represents first 1/3 of performance restricted stock units granted on February 5, 2025. The remaining award will vest 1/3 in 2027 and 1/3 in 2028. Each restricted stock unit represents the right to receive, at settlement, one share of common stock. Additional units will be acquired with deemed dividends. Shares will be withheld upon vesting to satisfy tax requirements.

	/s/ Brittney Anderson, Attorney-in-Fact for Sloane N. Drake	02/13/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did SO executive Sloane N. Drake report on February 11, 2026?

Sloane N. Drake reported several equity compensation transactions, including acquiring 18,198 Southern Company common shares at $0 and additional shares from vesting. Some shares were also withheld and disposed of to satisfy tax obligations tied to these awards and performance share programs.

How many Southern Company shares does Sloane N. Drake own after these transactions?

After the reported activity, Sloane N. Drake directly owned 38,145 Southern Company common shares. In addition, the filing shows 2,589.5985 shares held indirectly through a 401(k) plan, plus 2,591 performance restricted stock units that may convert into common shares upon future vesting.

What equity awards vested for Sloane N. Drake in this SO Form 4?

The filing notes vesting of performance share units from Southern Company’s 2023–2025 Performance Share Program and the first one-third of performance restricted stock units granted February 5, 2025. These awards included accrued dividend equivalent units, increasing the number of shares delivered upon vesting.

How are Sloane N. Drake’s performance restricted stock units in SO structured?

Each performance restricted stock unit represents the right to receive one Southern Company common share at settlement. The award vests in three tranches: one-third vested in 2026, with remaining thirds scheduled for 2027 and 2028, and additional units accrued through deemed dividends over time.

Why were some SO shares withheld in Sloane N. Drake’s Form 4 filing?

The filing explains that certain Southern Company shares were withheld to cover state and federal tax withholding obligations. When performance share units or restricted stock units vested, a portion of the shares was automatically delivered back to the company to satisfy these tax requirements.