SEC Form 4 · accession 0001209191-18-010032
SOUTHERN CO · SO
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Thomas A Fanning
Officer — President, CEO & Chairman
Period of report
Feb 12, 2018
Accepted (ET)
Feb 14, 2018 · 5:38 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000092122
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Southern Company Common StockF1 | Feb 12, 2018 | A | 128,089 | $0.00 | A | 184,365 | D | |
| Southern Company Common StockF2 | Feb 12, 2018 | F | 57,529 | $44.68 | D | 126,836 | D | |
| Southern Company Common StockF3 | Feb 12, 2018 | M | 18,643 | $0.00 | A | 145,479 | D | |
| Southern Company Common StockF2 | Feb 12, 2018 | F | 5,651 | $44.68 | D | 139,828 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Performance Restricted Stock UnitsF4 | $0.00 | Feb 12, 2018 | M | 17,828 | D | — | — | Southern Company Common Stock | 17,828 | 35,656 | D |
Explanation of responses
- F1Shares acquired upon vesting of performance share units under Company's Performance Share Program for the 2015-2017 award. The Compensation and Management Succession Committee certified performance on February 12, 2018. Includes accrued dividend equivalent units.
- F2Shares withheld to satisfy required state and federal tax withholding requirements.
- F3Shares acquired upon vesting of first 1/3 of performance restricted stock units granted on February 13, 2017. The Compensation and Management Succession Committee certified performance on February 12, 2018. Includes 815 accrued dividend equivalent units.
- F4Represents performance restricted stock units granted on February 13, 2017. The Compensation and Management Succession Committee certified performance on February 12, 2018 and the first 1/3 vested. The remaining award will vest 1/3 in 2019 and 1/3 in 2020. Each performance 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.