SOUTHERN CO·4

Feb 13, 3:50 PM ET

Drake Sloane N 4

4 · SOUTHERN CO · Filed Feb 13, 2026

Research Summary

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Southern Co (SO) EVP Drake Sloane Receives Award, Withholds Shares

What Happened
Drake Sloane, EVP & CHRO of Southern Co (SO), received vested performance awards that converted into 19,538 shares on Feb 11, 2026 (18,198 shares from the 2023–2025 performance share program and 1,340 shares from the first 1/3 vesting of 2025 performance-restricted stock units). To satisfy tax withholding obligations, a total of 10,001 shares were withheld/disposed, resulting in reported proceeds used for tax of $790,936 (8,107 shares + 598 shares withheld at $90.86 each; one 1,296-share derivative conversion was also marked disposed with no cash reported). These were awards/vests—not open-market sales.

Key Details

  • Transaction date: February 11, 2026; Form 4 filed Feb 13, 2026 (timely).
  • Awarded/converted shares: 19,538 (18,198 + 1,340).
  • Shares withheld/disposed for taxes: 10,001 (8,107 + 598 + 1,296). Reported cash value for shares withheld at $90.86: $790,936.
  • Price shown for tax-withheld shares: $90.86 per share. Vested shares reported at $0 because they were awarded/converted.
  • Footnotes: performance for the 2023–2025 PSU award was certified Feb 11, 2026; PRSU vesting included 44 dividend-equivalent units. Remaining portions of the 2025 PRSU award vest 1/3 in 2027 and 1/3 in 2028. Shares were withheld to satisfy tax withholding per filing.
  • Shares owned after the transaction: not disclosed in the filing.

Context
These transactions reflect routine vesting of performance-based equity and the common practice of withholding shares to cover tax obligations (transaction code F), not an open-market sale. Derivative items (code M) indicate conversion/exercise of restricted/performance units into shares at vesting. No 10b5‑1 plan, gift, or purchase was reported.

Insider Transaction Report

Form 4
Period: 2026-02-11
Drake Sloane N
EVP & CHRO
Transactions
  • Award

    Southern Company Common Stock

    [F1]
    2026-02-11+18,19845,510 total
  • Tax Payment

    Southern Company Common Stock

    [F2]
    2026-02-11$90.86/sh8,107$736,60237,403 total
  • Exercise/Conversion

    Southern Company Common Stock

    [F3]
    2026-02-11+1,34038,743 total
  • Tax Payment

    Southern Company Common Stock

    [F2]
    2026-02-11$90.86/sh598$54,33438,145 total
  • Exercise/Conversion

    Performance Restricted Stock Units

    [F4]
    2026-02-111,2962,591 total
    Exercise: $0.00Southern Company Common Stock (1,296 underlying)
Holdings
  • Southern Company Common Stock

    (indirect: By 401(k))
    2,589.599
Footnotes (4)
  • [F1]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.
  • [F2]Shares withheld to satisfy required state and federal tax withholding requirements.
  • [F3]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 44 accrued dividend equivalent units.
  • [F4]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.
Signature
/s/ Brittney Anderson, Attorney-in-Fact for Sloane N. Drake|2026-02-13

Documents

1 file
  • 4
    ownership.xmlPrimary

    4