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2: EX-1.3A Underwriting Agreement or Conflict Minerals Report HTML 213K
3: EX-1.3B Underwriting Agreement or Conflict Minerals Report HTML 213K
4: EX-5.1A Opinion of Counsel re: Legality HTML 18K
5: EX-5.1B Opinion of Counsel re: Legality HTML 18K
6: EX-8.1A Opinion of Counsel re: Tax Matters HTML 13K
7: EX-8.1B Opinion of Counsel re: Tax Matters HTML 13K
12: R1 Cover Page Document HTML 59K
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The name and address of the registrant have not changed since the last report.
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the
registrant under any of the following provisions:
i☐
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
i☐
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
i☐
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
i☐
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Registrant
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
The Southern Company
iCommon
Stock, par value $5 per share
iSO
iNew York Stock Exchange
The Southern Company
iSeries
2017B 5.25% Junior Subordinated Notes due 2077
iSOJC
iNew York Stock Exchange
The Southern Company
iSeries
2020A 4.95% Junior Subordinated Notes due 2080
iSOJD
iNew York Stock Exchange
The Southern Company
iSeries
2020C 4.20% Junior Subordinated Notes due 2060
Indicate by check mark whether the
registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company i☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to
Section 13(a) of the Exchange Act. ☐
Item 8.01.
Other Events.
On February 26, 2024, The Southern Company (the “Company”) entered into Underwriting Agreements covering
the issue and sale of an additional $400,000,000 aggregate principal amount of its Series 2023D 5.50% Senior Notes due March 15, 2029 (the “Series 2023D Senior Notes”) and an additional $400,000,000 aggregate principal amount of its Series 2023E 5.70% Senior Notes due March 15, 2034 (the “Series 2023E Senior Notes”). The additional Series 2023D Senior Notes and the additional Series 2023E Senior Notes are part of the same series of debt securities as the Series 2023D Senior Notes and the Series 2023E Senior Notes, respectively, issued by the Company on September 8, 2023. Upon completion of these offerings, the aggregate principal amount of outstanding Series 2023D Senior Notes and Series 2023E Senior Notes was $1,000,000,000
and $1,100,000,000, respectively. The additional Series 2023D Senior Notes and the additional Series 2023E Senior Notes were registered under the Securities Act of 1933, as amended, pursuant to the shelf registration statement (Registration No. 333-277138) of the Company.
Consent of Troutman Pepper Hamilton Sanders LLP (included in Exhibit 5.1(a) above).
23.2
Consent of Troutman Pepper Hamilton Sanders LLP (included in Exhibit 5.1(b) above).
23.3
Consent of Troutman Pepper Hamilton Sanders LLP (included in Exhibit 8.1(a) above).
23.4
Consent
of Troutman Pepper Hamilton Sanders LLP (included in Exhibit 8.1(b) above).
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
