# Southern Company (SO) - Recent Events ## Filings that contain financial statements - Form 8-K filed 2026-07-30, accession 0000092122-26-000056: Exhibit 99 earnings release for the quarter and six months ended June 30, 2026. It holds a summary income statement by segment (net income by Alabama Power, Georgia Power, Mississippi Power, Southern Power, Southern Company Gas and Parent), per-share results, and the non-GAAP reconciliation. It is a results summary, not a full set of statements. - Form 8-K filed 2026-04-30, accession 0000092122-26-000036: same format for the quarter ended March 31, 2026. - Form 8-K filed 2026-02-19, accession 0000092122-26-000008: same format for the fourth quarter and full year 2025. ## Earnings - **2026-07-30, second-quarter 2026 results (0000092122-26-000056).** GAAP earnings were $1.2 billion, or $1.03 per share, against $0.9 billion, or $0.80, a year earlier. Excluding items, earnings were $1.289 billion, or $1.13 per share, against $1.014 billion, or $0.92. Operating revenues were $6.98 billion, up 0.1% from $6.97 billion. For six months, GAAP earnings were $2.5 billion, or $2.24 per share (versus $2.01), and adjusted earnings were $2.46 per share (versus $2.15). Management cited investment in state-regulated utilities, customer usage and growth, higher equity-method earnings and lower income taxes, partly offset by higher interest expense. Excluded items included $143 million pre-tax of accelerated depreciation and decommissioning costs from wind repowering at Southern Power; the release projects about $205 million more of such costs in 2026 and $120 million in 2027 as of June 30, 2026. Diluted EPS was $1.03 for the quarter (versus $0.79) and $2.23 for the six months (versus $2.00), per the Form 10-Q (accession 0000092122-26-000054) income statement. - **2026-04-30, first-quarter 2026 results (0000092122-26-000036).** GAAP earnings $1.4 billion, or $1.21 per share (flat with $1.21 a year earlier); excluding items, $1.5 billion, or $1.32 per share, against $1.23. - **2026-02-19, fourth-quarter and full-year 2025 results (0000092122-26-000008).** Fourth-quarter GAAP earnings were $416 million, or $0.38 per share (versus $0.49). Full-year 2025 GAAP earnings were $4.3 billion, or $3.94 per share (versus $4.02); excluding items, $4.7 billion, or $4.30 per share (versus $4.05). ## Debt and capital actions - **2026-08-03 to 2026-08-06, convertible senior notes (0000092122-26-000058, -000060, -000063).** On August 3 the company announced private offerings of $650 million of convertible notes due 2027 and $1.5 billion due 2029, then priced them upsized at $725 million of Series 2026A 2.125% notes due December 15, 2027 and $1.65 billion of Series 2026B 3.50% notes due September 15, 2029. Initial conversion prices are about $104.56 (2026A, 12.5% premium) and about $118.50 (2026B, 27.5% premium). Conversions are settled in cash up to principal, with the excess in cash, shares or a mix at the company's election. At the same time the company agreed to repurchase about $369 million of its Series 2024A 4.50% convertible senior notes due June 15, 2027 in privately negotiated transactions. The offerings **closed August 6, 2026**: the company issued $833,750,000 of Series 2026A and $1,897,500,000 of Series 2026B notes (amounts include exercised initial-purchaser options). - **2026-06-08, at-the-market equity program (0000092122-26-000046).** The company entered a distribution agreement with a group of sales agents to sell common stock, including through forward sale agreements, up to 50,000,000 shares in total. - **2026-03-16/19, junior subordinated notes (0000092122-26-000018).** Underwriting agreement for $1.3 billion of Series 2026A 6.00% Fixed-to-Fixed Reset Rate Junior Subordinated Notes due April 1, 2058; supplemental indenture dated March 19, 2026. The second-quarter release notes an $11 million loss on extinguishment in the first half from redeeming certain junior subordinated notes. - **2026-02-20, DOE loan guarantees (0000092122-26-000010; filed 2026-02-25).** Alabama Power and Georgia Power each entered loan guarantee agreements with the U.S. Department of Energy and note purchase agreements with the Federal Financing Bank. Maximum facility amounts are approximately $4.1 billion (Alabama Power) and $22.4 billion (Georgia Power), available through September 15, 2033 subject to conditions. Georgia Power requested initial advances of about $1.0 billion on February 20, expected in March 2026. Southern Company is not a party to these agreements. - **2025-11-03/06, equity units (0000092122-25-000094).** Underwriting of 35,000,000 equity units (corporate units, $50 stated amount) combining a stock purchase contract obligating holders to buy common stock no later than December 15, 2028 with an interest in remarketable senior notes. ## Regulatory - **2025-12-09/19, Georgia Power capacity certification (0000092122-25-000098, -000100).** A settlement with the Georgia PSC staff was reached December 9, 2025 and the PSC voted to approve it on December 19, 2025. All 9,885 MW of requested resources were certified, including company-owned projects of about $16.3 billion of projected capital investment (about $14 billion expected in 2026 through 2029), with construction monitoring. Georgia Power agreed to file its next base rate case so that large-load incremental revenue puts downward pressure of at least $556 million per year on customer bills in 2029 through 2031. ## Governance - **2026-05-13 annual meeting (0000092122-26-000040, filed 2026-05-15).** Stockholders approved a charter amendment authorizing 2,500,000,000 common shares and 50,000,000 preferred shares (both $0.01 par), officer exculpation and other charter changes. Three stockholder proposals (independent chair, data center cost report, climate due diligence report) were not approved. - **2026-10-20 by-law amendments (0000092122-26-000065, filed 2026-10-22).** The board amended the by-laws, tightening special-meeting request requirements and advance-notice rules for nominations and proposals, and reflecting the universal proxy rules. - **2026-02-16 board committee appointment (8-K/A, 0000092122-26-000002).** John M. Turner, Jr., elected a director in July 2025, was appointed to the Finance and the Operations, Environmental and Safety committees. ## Not reflected No acquisition, divestiture, dividend change or share buyback announcement appears in these 8-K filings. The Form 10-Q for the quarter ended June 30, 2026 notes that after quarter end the company repaid $1.75 billion of Series 2016E 3.25% senior notes at maturity and borrowed $200 million under a short-term uncommitted bank arrangement.