SEC Form 4 · accession 0001209191-19-009793
SOUTHERN CO · SO
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
II James Y Kerr
Officer — Executive VP & General Counsel
Period of report
Feb 11, 2019
Accepted (ET)
Feb 13, 2019 · 5:37 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 11, 2019 | M | 3,764 | $0.00 | A | 24,546 | D | |
| Southern Company Common StockF2 | Feb 11, 2019 | F | 1,160 | $49.24 | D | 23,386 | D | |
| Southern Company Common StockF3 | Feb 11, 2019 | A | 26,709 | $0.00 | A | 50,095 | D | |
| Southern Company Common StockF2 | Feb 11, 2019 | F | 9,633 | $49.24 | D | 40,462 | D | |
| Southern Company Common Stock | holding | — | — | — | 21,165 | I | 401K |
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 11, 2019 | M | 3,617 | D | — | — | Southern Company Common Stock | 3,617 | 7,234 | D |
Explanation of responses
- F1Shares acquired upon vesting of first 1/3 of performance restricted stock units granted on February 27, 2018. The Compensation and Management Succession Committee certified performance on February 11, 2019. Includes 147 accrued dividend equivalent units.
- F2Shares withheld to satisfy required state and federal tax withholding requirements.
- F3Shares acquired upon vesting of performance share units under Company's Performance Share Program for the 2016-2018 award. The Compensation and Management Succession Committee certified performance on February 11, 2019. Includes accrued dividend equivalent units.
- F4Represents performance restricted stock units granted on February 27, 2018. The Compensation and Management Succession Committee certified performance on February 11, 2019 and the first 1/3 vested. The remaining award will vest 1/3 in 2020 and 1/3 in 2021. 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.