Equity awards vest for Southern (SO) officer Peter P. Sena III

Rhea-AI Filing Summary

Southern Company officer Peter P. Sena III reported several equity compensation transactions tied to performance awards. On February 11, 2026, he acquired 22,698 shares of Southern Company common stock at $0 upon vesting of performance share units for the 2023–2025 award, and 2,311 shares upon vesting of performance restricted stock units granted on February 5, 2025. To cover state and federal tax withholding, the company withheld 10,067 shares and 1,026 shares at a value of $90.86 per share. After these transactions, he directly held 30,805 shares of common stock and 4,469 performance restricted stock units, with remaining units scheduled to vest in 2027 and 2028.

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^*

Sena Peter P III

(Last) (First) (Middle)

30 IVAN ALLEN JR. BLVD NW

BIN SC 803

(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, SNC

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)
			Code	V	Amount	(A) or (D)	Price
Southern Company Common Stock	02/11/2026		A		22,698(1)	A	$0	39,587	D
Southern Company Common Stock	02/11/2026		F		10,067(2)	D	$90.86	29,520	D
Southern Company Common Stock	02/11/2026		M		2,311(3)	A	$0	31,831	D
Southern Company Common Stock	02/11/2026		F		1,026(2)	D	$90.86	30,805	D

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	02/11/2026		M			2,235(4)	(4)	(4)	Southern Company Common Stock	2,235	$0	4,469	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 76 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 Peter P. Sena, III	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).
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FAQ

What insider transactions did SO officer Peter P. Sena III report?

Peter P. Sena III reported vesting of performance share units and performance restricted stock units, receiving common shares at $0. The company withheld a portion of those shares at $90.86 per share to satisfy tax obligations, all reported as directly owned equity awards.

How many Southern Company (SO) shares did the officer acquire in this Form 4?

He acquired 22,698 Southern Company common shares from vested performance share units and 2,311 shares from vested performance restricted stock units. Both awards were settled at $0 per share as part of compensation, not open‑market purchases on an exchange.

Were any Southern Company (SO) shares sold by the officer on the market?

The filing shows no open‑market sales. Instead, 10,067 shares and 1,026 shares were withheld by the company at $90.86 per share solely to cover state and federal tax withholding liabilities triggered by the vesting of equity awards.

What is the officer’s Southern Company (SO) share ownership after these transactions?

Following the reported transactions, Peter P. Sena III directly owned 30,805 shares of Southern Company common stock and 4,469 performance restricted stock units. These figures reflect the net position after equity awards vested and shares were withheld to satisfy tax requirements.

What performance awards underlie the reported Southern Company (SO) share vesting?

The 22,698 shares came from the company’s Performance Share Program for the 2023–2025 award, certified on February 11, 2026. The 2,311 shares relate to the first one‑third of performance restricted stock units granted February 5, 2025, with the remainder vesting in 2027 and 2028.

How will remaining Southern Company (SO) performance restricted stock units vest?

The filing states the reported 2,235 performance restricted stock units represent the first one‑third of the February 5, 2025 grant. The remaining units are scheduled to vest in equal one‑third installments in 2027 and 2028, with additional units added through deemed dividends.