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Southern Company (NYSE: SO) CEO details 2026 stock vesting and tax share withholding

Filing Impact
(High)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Southern Company Chairman, President & CEO James Y. Kerr II reported routine equity award vesting and related tax withholding. On January 31, 2026, 3,407 common shares were acquired from performance restricted stock units and 1,518 shares were withheld at $89.31 to cover taxes, leaving 154,841 directly held shares that day.

On February 1, 2026, another 3,444 shares were acquired from a separate performance award, with 1,590 shares again withheld at $89.31 for taxes, bringing direct ownership to 156,695 common shares. Kerr also has 34,381.9678 shares held indirectly in a 401(k) plan.

The filing shows derivative awards converting into stock: 3,086 performance restricted stock units were fully settled into common shares, while 3,179 restricted stock units remain outstanding, representing the second third of a 2024 grant scheduled to complete vesting in 2027.

Positive

  • None.

Negative

  • None.
Insider Kerr, II James Y
Role Chairman, President & CEO, GAS
Type Security Shares Price Value
Exercise Performance Restricted Stock Units 3,086 $0.00 --
Exercise Southern Company Common Stock 3,444 $0.00 --
Tax Withholding Southern Company Common Stock 1,590 $89.31 $142K
Exercise Southern Co Restricted Stock Units 3,179 $0.00 --
Exercise Southern Company Common Stock 3,407 $0.00 --
Tax Withholding Southern Company Common Stock 1,518 $89.31 $136K
holding Southern Company Common Stock -- -- --
Holdings After Transaction: Performance Restricted Stock Units — 0 shares (Direct); Southern Company Common Stock — 158,285 shares (Direct); Southern Co Restricted Stock Units — 3,179 shares (Direct); Southern Company Common Stock — 34,381.968 shares (Indirect, 401(k))
Footnotes (1)
  1. Shares acquired upon vesting of second 1/3 of performance restricted stock units granted on January 31, 2024. Includes 228 accrued dividend equivalent units. Shares withheld to satisfy required state and federal tax withholding requirements Shares acquired upon vesting of final 1/3 of performance restricted stock units granted on February 1, 2023. Includes 358 accrued dividend equivalent units. Shares withheld to satisfy required state and federal tax withholding requirements. Represents final 1/3 of performance restricted stock units granted on February 1, 2023. 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. Represents second 1/3 of performance restricted stock units granted on January 31, 2024. The remaining award will vest in 2027. 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.
Form 4 Insider Transactions: What Each Field Means →
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*
Kerr, II James Y
(Last) (First) (Middle)
30 IVAN ALLEN JR BLVD NW
(Street)
ATLANTA GA 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)
Chairman, President & CEO, GAS
3. Date of Earliest Transaction (Month/Day/Year)
01/31/2026
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)
Code V Amount (A) or (D) Price
Southern Company Common Stock 01/31/2026 M 3,407(1) A $0 156,359 D
Southern Company Common Stock 01/31/2026 F 1,518(2) D $89.31 154,841 D
Southern Company Common Stock 02/01/2026 M 3,444(3) A $0 158,285 D
Southern Company Common Stock 02/01/2026 F 1,590(4) D $89.31 156,695 D
Southern Company Common Stock 34,381.9678 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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Performance Restricted Stock Units $0 02/01/2026 M 3,086(5) (5) (5) Southern Company Common Stock 3,086 $0 0 D
Southern Co Restricted Stock Units $0 01/31/2026 M 3,179(6) (6) (6) Southern Company Common Stock 3,179 $0 3,179 D
Explanation of Responses:
1. Shares acquired upon vesting of second 1/3 of performance restricted stock units granted on January 31, 2024. Includes 228 accrued dividend equivalent units.
2. Shares withheld to satisfy required state and federal tax withholding requirements
3. Shares acquired upon vesting of final 1/3 of performance restricted stock units granted on February 1, 2023. Includes 358 accrued dividend equivalent units.
4. Shares withheld to satisfy required state and federal tax withholding requirements.
5. Represents final 1/3 of performance restricted stock units granted on February 1, 2023. 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.
6. Represents second 1/3 of performance restricted stock units granted on January 31, 2024. The remaining award will vest in 2027. 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 James Y. Kerr II 02/03/2026
** 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 Southern Company (SO) report for James Y. Kerr II?

The filing shows James Y. Kerr II received common shares from performance and restricted stock unit vesting on January 31 and February 1, 2026, with a portion of shares withheld to cover tax obligations at an indicated price of $89.31 per share.

How many Southern Company (SO) shares does James Y. Kerr II own after these Form 4 transactions?

After the reported transactions, James Y. Kerr II directly holds 156,695 Southern Company common shares and an additional 34,381.9678 shares indirectly through a 401(k) plan, according to the beneficial ownership figures in the Form 4 filing.

What is the nature of the stock unit vesting reported by Southern Company (SO)?

The transactions reflect vesting of performance restricted stock units and restricted stock units granted in 2023 and 2024. Each unit converts into one common share at settlement, and some awards include accrued dividend equivalent units as disclosed in the footnotes.

Why were some Southern Company (SO) shares classified with code F in the Form 4?

Transactions coded F indicate shares withheld by Southern Company to satisfy required federal and state tax withholding upon vesting. On both reported dates, shares were withheld at a price of $89.31 per share to meet these tax obligations.

What derivative securities involving Southern Company (SO) are disclosed for James Y. Kerr II?

The filing lists performance restricted stock units and restricted stock units with a stated exercise price of $0. It shows 3,086 performance units fully settled into common stock and 3,179 restricted stock units remaining outstanding after January 31, 2026.

When will remaining Southern Company (SO) restricted stock units for James Y. Kerr II vest?

Footnotes explain that the remaining portion of a January 31, 2024 restricted stock unit grant will vest in 2027. Each unit represents the right to receive one Southern Company common share at settlement, with additional units accruing from deemed dividends.