Every 8-K that STHNU (STHNU) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow STHNU and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full STHNU filings page.
The Southern Company established an equity distribution program allowing the sale of up to 50,000,000 shares of common stock under a new Equity Distribution Agreement. Shares may be sold from time to time through multiple sales agents, either as agents or principals, and via forward and collared forward sale agreements with designated forward purchasers.
The company will receive cash when it sells shares directly or upon physical settlement of forward transactions, while it will not initially receive proceeds from the sale of borrowed shares used to hedge these forwards. Sales agents and forward sellers may earn commissions of up to 1.00% of the share sale price. All shares are registered on an existing shelf registration statement.
The Southern Company reported the results of its Annual Meeting of Stockholders held on May 13, 2026. Stockholders elected twelve director nominees, each receiving about 97% to 99% of votes cast. For example, Janaki Akella received 784,876,449 votes for, or 98.68% of votes cast, and John M. Turner, Jr. received 787,367,826 votes for, or 99.00% of votes cast.
The filing also lists several other stockholder voting results on ten matters overall, with detailed counts for votes for, votes against, abstentions, and broker non-votes. In addition, the company filed as exhibits a Certificate of Amendment and a Restated Certificate of Incorporation, each dated and effective May 13, 2026.
The Southern Company agreed to issue and sell $1,300,000,000 of Series 2026A 6.00% Fixed-to-Fixed Reset Rate Junior Subordinated Notes due April 1, 2058. The company entered into an Underwriting Agreement with a syndicate led by Citigroup, J.P. Morgan, Mizuho, Morgan Stanley and U.S. Bancorp.
The new junior subordinated notes are registered under an existing shelf registration statement and are governed by a Seventeenth Supplemental Indenture. Legal and tax opinions, as well as the form of note and related consents, are filed as exhibits.
Southern Company reported lower GAAP results but stronger underlying performance for the three and twelve months ended December 31, 2025. Fourth-quarter earnings were $416 million, or $0.38 per share, down from $534 million, or $0.49 per share, a year earlier. Full-year 2025 earnings were $4.3 billion, or $3.94 per share, compared with $4.4 billion, or $4.02 per share, in 2024.
Excluding items such as losses on plants under construction, accelerated depreciation from wind repowering, debt extinguishment costs, an estimated Nicor Gas capital investment loss, and tax adjustments, non-GAAP earnings rose. Adjusted EPS was $0.55 in the fourth quarter, up from $0.50, and $4.30 for 2025, up from $4.05. Operating revenues increased to $6.98 billion in the quarter and $29.55 billion for the year, up 10.1% and 10.6%, driven by higher retail and wholesale electric revenues and natural gas revenues.
Segment results were mixed. Traditional electric operating companies grew full-year net income available to common, including notable improvement at Georgia Power, while Southern Power and Southern Company Gas saw weaker reported net income. Retail kilowatt-hour sales rose 1.6% for 2025 with customer growth at the regulated utilities.
The Southern Company filed an amended current report to update governance information related to a recently elected director. The filing reports that, effective February 16, 2026, the Board appointed Mr. John M. Turner, Jr. to the Finance Committee and the Operations, Environmental and Safety Committee. These appointments follow his earlier election to the Board, which had been disclosed previously before committee assignments were determined.
Georgia Power, a subsidiary of The Southern Company, has reached a settlement agreement with the Georgia Public Service Commission Public Interest Advocacy Staff that would resolve its All-Source Certification Proceeding for 2028-2031 if approved. The agreement covers approval and certification of 9,885 megawatts of requested resources at each project’s individual cost. It includes Company-owned projects with approximately $16.3 billion of projected capital investment, excluding allowance for funds used during construction, with about $14 billion expected between 2026 and 2029, subject to construction monitoring by the Georgia PSC.
Georgia Power would also agree to file its next base rate case so that incremental revenue from large load customers provides downward pressure of at least $556 million per year for 2029-2031. This amount is described as equivalent to about $8.50 per month, or approximately $102 per year, for a typical residential customer using 1,000 kilowatt-hours per month. The settlement requires Georgia PSC approval, with a vote scheduled for December 19, 2025, and the ultimate outcome remains uncertain.