The Southern Company (SO) Proxy Filing summary

Executive summary

• Achieved strong financial results in 2024, with adjusted EPS at the top end of guidance and record new customer growth in both electric and gas businesses.

• Completed Plant Vogtle Unit 4, making it the largest clean energy generator in the U.S., and expanded renewable and storage resources.

• Invested in grid modernization, battery storage, and advanced data management to enhance reliability and customer experience.

• Continued progress toward net zero by 2050, with a 49% reduction in Scope 1 GHG emissions from 2007 levels and a target of 50% by 2030.

• Maintained a 3.5% dividend yield and increased dividends for the 23rd consecutive year.

Voting matters and shareholder proposals

• Election of 13 directors, advisory vote on executive compensation (Say on Pay), ratification of Deloitte & Touche as auditor, and amendment to reduce supermajority vote requirement to a majority vote.

• Four shareholder proposals: simple majority vote, net zero audit, disclosure of fossil fuel assumptions, and report on workforce civil liberties; Board recommends voting against all four.

Board of directors and corporate governance

• Board comprises 13 nominees, 12 of whom are independent, with diverse skills in finance, clean energy, technology, and public policy.

• Ongoing board refreshment, with five new directors added in the last three years and a focus on diversity and alignment with long-term strategy.

• Lead Independent Director role provides strong oversight, and all committees are chaired by independent directors.

• Annual board and committee self-evaluations, robust director onboarding, and continuing education.

• Proxy access allows significant shareholders to nominate directors; majority voting standard in uncontested elections.