Drake Sloane N 4

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.