Southern Company 8-K

Summary

Bylaw amendments effective 10/20/2026 tighten shareholder meeting, nomination and proposal procedures and establish exclusive forums for certain claims. Special-meeting requests now require holders to own the requisite shares on a net-long basis for at least one year, and are barred from 90 days before through 90 days after the anniversary of the prior annual meeting. The amendments also update universal-proxy and disclosure requirements, set advance-notice windows, reserve the white proxy card for the Board, and make the Court of Chancery the exclusive forum for certain intracorporate matters and federal district courts the exclusive forum for Securities Act claims, absent company consent to another forum.

For the 2027 annual meeting, written nominations or other business must be submitted from 1/13/2027 through 2/12/2027.affle