Poroch David P. 4

What Happened

• David P. Poroch, Executive Vice President & Chief Financial Officer of Southern Co (SO), reported the vesting of restricted stock units (RSUs) on Feb 5, 2026. The filing shows 585 shares acquired upon vesting (includes 19 dividend-equivalent units). To cover tax withholding, 160 shares were withheld at an implied value of $91.08 per share for total tax withholding of $14,573. The Form 4 also reports a separate conversion/exercise-related disposition of 566 derivative units (no cash proceeds reported).

Key Details

• Transaction date: 2026-02-05; Form 4 filed 2026-02-09 (timely file).
• Acquired: 585 shares @ $0.00 (vesting of RSUs, includes 19 dividend equivalents).
• Tax withholding: 160 shares withheld @ $91.08 = $14,573 (reported as disposition to satisfy taxes).
• Additional entry: 566 shares reported as a derivative exercise/conversion and disposed (reported $0 proceeds); explained in the filing as related to the RSU award/conversion.
• Shares owned after the transaction: not specified in the filing.
• Footnotes: Vesting represents the first 1/3 of RSUs granted Feb 5, 2025; remaining 1/3 vest in 2027 and 2028. Shares are withheld upon vesting to meet tax obligations.

Context

• This was an RSU vesting event (award settlement), not an open-market purchase or voluntary sale. Withholding of shares for taxes is routine and common when equity awards vest.
• For retail investors: awards vesting and tax withholding typically reflect compensation settlement rather than a director/executive signaling a buy or sell decision.