---
schema_version: "secwatch.filing_event.v1"
accession: "0000092122-23-000022"
form_type: "8-K"
ticker: "SO"
cik: "0000092122"
company_name: "SOUTHERN CO"
filed_at: "2023-03-01T23:59:59+00:00"
generated_at: "2026-06-18T19:44:46.669435+00:00"
event_type: "debt"
sentiment: "neutral"
materiality_score: 0.6
calibrated_materiality_score: 0.6
confidence: "high"
source: SEC EDGAR
---

# Southern Company issues $1.725B of 3.875% Convertible Senior Notes due 2025

## Summary
- Issued $1.5B in Series 2023A 3.875% Convertible Senior Notes due Dec 15, 2025, plus $225M over-allotment.
- Initial conversion price ~$84.16 per share; conversion rate 11.8818 shares per $1,000 principal.
- Settlement in cash up to principal amount; remainder may be paid in cash, stock, or combination.
- Holders may require repurchase at 100% upon a Fundamental Change; notes not redeemable by Company.
- Up to 26.6M shares of common stock may be issued upon conversion based on maximum conversion rate.

## SEC filing metadata
- accession: 0000092122-23-000022
- form_type: 8-K
- ticker: SO
- cik: 0000092122
- company_name: SOUTHERN CO
- filed_at: 2023-03-01T23:59:59+00:00
- event_type: debt
- sentiment: neutral
- materiality_score: 0.6
- calibrated_materiality_score: 0.6
- confidence: high
- sec_items: 2.03, 3.02, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/92122/000009212223000022/0000092122-23-000022-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/92122/000009212223000022/so-20230228.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0000092122-23-000022
- JSON: https://secwatch.observer/filing/0000092122-23-000022.json
- Plain text: https://secwatch.observer/filing/0000092122-23-000022.txt

## Key facts
- Debt Financings
  SOUTHERN CO incurred convertible notes of $225,000,000 aggregate principal amount with Computershare Trust Company, N.A. at 3.875% maturing December 15, 2025.
  - Instrument: convertible notes
  - Principal: $225,000,000 aggregate principal amount
  - Counterparty: Computershare Trust Company, N.A.
  - Rate: 3.875%
  - Maturity: December 15, 2025
  - Event: incurrence
  source text: On March 1, 2023, the Company issued an additional $225,000,000 aggregate principal amount of the Series 2023A Convertible Senior Notes upon the exercise by the Initial Purchasers of their over-allotment option.
  evidence_url: https://www.sec.gov/Archives/edgar/data/92122/000009212223000022/0000092122-23-000022-index.htm
- Debt Financings
  SOUTHERN CO incurred convertible notes of $1,500,000,000 aggregate principal amount with Computershare Trust Company, N.A. at 3.875% maturing December 15, 2025.
  - Instrument: convertible notes
  - Principal: $1,500,000,000 aggregate principal amount
  - Counterparty: Computershare Trust Company, N.A.
  - Rate: 3.875%
  - Maturity: December 15, 2025
  - Event: incurrence
  source text: On February 28, 2023, The Southern Company (the “Company”) issued $1,500,000,000 aggregate principal amount of its Series 2023A 3.875% Convertible Senior Notes due December 15, 2025 (the “Series 2023A Convertible Senior Notes”) pursuant to the Senior Note Indenture (the “Senior Note Indenture”) dated as of January 1, 2007, as supplemented and amended, including by a Twenty-Seventh Supplemental Indenture (the “Twenty-Seventh Supplemental Indenture”) dated as of February 28, 2023 (the Senior Note Indenture, as so supplemented and amended, the “Indenture”), between the Company and Computershare Trust Company, N.A., as successor trustee (the “Trustee”).
  evidence_url: https://www.sec.gov/Archives/edgar/data/92122/000009212223000022/0000092122-23-000022-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.