Southern Company (SO) CFO reports RSU vesting and tax-share withholdings

Rhea-AI Filing Summary

Southern Company EVP & CFO David P. Poroch reported routine equity compensation activity involving restricted stock units and related tax withholding. On April 30, 2025, 58 Southern Company common shares were acquired from RSU vesting and an equal 58 shares were delivered to the company to cover FICA obligations.

On January 31, 2026, 725 shares were acquired upon vesting of restricted stock units granted in 2024 and 198 shares were withheld for state and federal taxes. On February 1, 2026, 731 shares were acquired from performance-based RSUs granted in 2023, with 256 shares withheld for income taxes. After these transactions, Poroch directly held about 40,904 Southern Company common shares plus additional units and shares in benefit plans.

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

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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^*

Poroch David P.

(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)
	EVP & CFO

3. Date of Earliest Transaction (Month/Day/Year)
04/30/2025

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	04/30/2025		M		58(1)	A	$0	39,960	D
Southern Company Common Stock	04/30/2025		F		58(2)	D	$91.89	39,902	D
Southern Company Common Stock	01/31/2026		M		725(3)	A	$0	40,627	D
Southern Company Common Stock	01/31/2026		F		198(4)	D	$89.31	40,429	D
Southern Company Common Stock	02/01/2026		M		731(5)	A	$0	41,160	D
Southern Company Common Stock	02/01/2026		F		256(4)	D	$89.31	40,904	D
Southern Company Common Stock								5,477.2898	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
Southern Co. Restricted Stock Units Holdings	$0	02/01/2026		M			655(6)	(6)	(6)	Southern Company Common Stock	655	$0	0	D
Southern Co Restricted Stock Units	$0	01/31/2026		M			676(7)	(7)	(7)	Southern Company Common Stock	676	$0	676	D
Southern Co Restricted Stock Units	$0	04/30/2025		M			57(8)	(8)	(8)	Southern Company Common Stock	57	$0	1,696	D

Explanation of Responses:

1. Represents shares delivered to the Company to cover FICA withholding obligations due because Reporting Person is retirement eligible pursuant to his applicable stock grant documents. Includes 1 accrued dividend equivalent unit.

2. Represents shares delivered to the Company to cover FICA withholding obligations due because Reporting Person is retirement eligible pursuant to his applicable stock grant documents.

3. Shares acquired upon vesting of second 1/3 of restricted stock units granted on January 31, 2024. Includes 49 accrued dividend equivalent units.

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

5. Shares acquired upon vesting of final 1/3 of performance restricted stock units granted on February 1, 2023. Includes 76 accrued dividend equivalent units.

6. 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.

7. Represents second 1/3 of 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.

8. Represents restricted stock units granted on February 5, 2025, payable in Southern Company common stock and vest 1/3 per year on the first, second and third anniversary of the grant date. Additional units will be acquired with deemed dividends. Shares will be withheld upon vesting to satisfy income tax requirements.

	/s/ Brittney Anderson, Attorney-in-Fact for David P. Poroch	02/03/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider activity did Southern Company (SO) report for EVP & CFO David P. Poroch?

Southern Company reported routine equity compensation activity for EVP & CFO David P. Poroch, including restricted stock unit vesting into common shares and share withholdings to cover FICA and income tax obligations across several 2025 and 2026 dates.

How many Southern Company (SO) shares did the CFO acquire through vesting on January 31, 2026?

On January 31, 2026, the CFO acquired 725 Southern Company common shares upon vesting of restricted stock units granted in January 2024, while 198 shares were withheld to satisfy required state and federal tax withholding obligations linked to that vesting event.

What happened with Southern Company (SO) performance-based RSUs on February 1, 2026?

On February 1, 2026, 731 Southern Company common shares were acquired upon vesting of the final one-third of performance restricted stock units granted on February 1, 2023, and 256 shares were withheld to cover income tax requirements associated with that performance-based vesting.

Why were some Southern Company (SO) shares delivered back to the company or withheld?

Certain Southern Company shares were delivered back or withheld to satisfy tax obligations, including FICA withholding due to retirement eligibility and required state and federal income tax withholding, as specified in the stock grant documents governing the restricted stock unit awards.

How many Southern Company (SO) shares did the CFO hold directly after the February 1, 2026 transactions?

Following the February 1, 2026 transactions, the CFO directly held 40,904 Southern Company common shares, reflecting both shares received from restricted stock unit vesting and shares withheld to meet tax obligations disclosed in the insider transaction report.

What derivative securities involving Southern Company (SO) did the CFO report?

The CFO reported multiple restricted stock unit positions, including performance and time-based awards. These units convert into Southern Company common stock at vesting, with each unit representing the right to receive one share and additional units accumulating through deemed dividend equivalents.