---
schema_version: "secwatch.filing_event.v1"
accession: "0000092122-25-000060"
form_type: "8-K"
ticker: "SO"
cik: "0000092122"
company_name: "SOUTHERN CO"
filed_at: "2025-05-27T23:59:59+00:00"
generated_at: "2026-05-20T12:32:41.300964+00:00"
event_type: "debt"
sentiment: "neutral"
materiality_score: 0.55
calibrated_materiality_score: 0.55
confidence: "high"
source: SEC EDGAR
---

# Southern Company issues $1.65B of 3.25% Convertible Senior Notes due 2028

## Summary
- Issued $1.65B of 3.25% Convertible Senior Notes due June 15, 2028; includes $200M over-allotment.
- Initial conversion rate: 8.8077 shares per $1,000 principal (~$113.54/share); convertible under specified conditions.
- Settles conversions in cash for principal amount, plus cash/stock for excess at company's election; notes not redeemable.
- Sold via private placement to QIBs under Rule 144A; shares issuable upon conversion are unregistered.
- Interest payable semi-annually starting Dec 15, 2025; matures June 15, 2028, unless converted or repurchased.

## SEC filing metadata
- accession: 0000092122-25-000060
- form_type: 8-K
- ticker: SO
- cik: 0000092122
- company_name: SOUTHERN CO
- filed_at: 2025-05-27T23:59:59+00:00
- event_type: debt
- sentiment: neutral
- materiality_score: 0.55
- calibrated_materiality_score: 0.55
- confidence: high
- sec_items: 2.03, 3.02, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/92122/000009212225000060/0000092122-25-000060-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/92122/000009212225000060/so-20250520.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0000092122-25-000060
- JSON: https://secwatch.observer/filing/0000092122-25-000060.json
- Plain text: https://secwatch.observer/filing/0000092122-25-000060.txt

## Key facts
- Debt Financings
  SOUTHERN CO incurred convertible notes of $1,650,000,000 aggregate principal amount with Computershare Trust Company, N.A., as successor trustee, and initial purchasers at 3.25% maturing June 15, 2028.
  - Instrument: convertible notes
  - Principal: $1,650,000,000 aggregate principal amount
  - Counterparty: Computershare Trust Company, N.A., as successor trustee, and initial purchasers
  - Rate: 3.25%
  - Maturity: June 15, 2028
  - Event: incurrence
  source text: On May 23, 2025, The Southern Company (the "Company") issued $1,650,000,000 aggregate principal amount of its Series 2025A 3.25% Convertible Senior Notes due June 15, 2028 (the "Series 2025A Convertible Senior Notes")
  evidence_url: https://www.sec.gov/Archives/edgar/data/92122/000009212225000060/0000092122-25-000060-index.htm

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