so-20240801

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D. C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934


			Date of Report (Date of earliest event reported)			August 1, 2024

Commission
File Number

Registrant,
State of Incorporation,
Address and Telephone Number

I.R.S. Employer
Identification No.

1-3526

The Southern Company

58-0690070

(A Delaware Corporation)

30 Ivan Allen Jr. Boulevard, N.W.

Atlanta, Georgia 30308

(404) 506-5000

1-3164

Alabama Power Company

63-0004250

(An Alabama Corporation)

600 North 18th Street

Birmingham, Alabama 35203

(205) 257-1000

1-6468

Georgia Power Company

58-0257110

(A Georgia Corporation)

241 Ralph McGill Boulevard, N.E.

Atlanta, Georgia 30308

(404) 506-6526

001-11229

Mississippi Power Company

64-0205820

(A Mississippi Corporation)

2992 West Beach Boulevard

Gulfport, Mississippi 39501

(228) 864-1211

001-37803

Southern Power Company

58-2598670

(A Delaware Corporation)

30 Ivan Allen Jr. Boulevard, N.W.

Atlanta, Georgia 30308

(404) 506-5000

1-14174

Southern Company Gas

58-2210952

(A Georgia Corporation)

Ten Peachtree Place, N.E.

Atlanta, Georgia 30309

(404) 584-4000

The names and addresses of the registrants have not changed since the last report.

This combined Form 8-K is furnished separately by six registrants: The Southern Company, Alabama Power Company, Georgia Power Company, Mississippi Power Company, Southern Power Company and Southern Company Gas. Information contained herein relating to each registrant is furnished by each registrant solely on its own behalf. Each registrant makes no representation as to information relating to the other registrants.

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrants under any of the following provisions:


☐			Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐			Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐			Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐			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	Common Stock, par value $5 per share	SO	New York Stock Exchange
The Southern Company	Series 2017B 5.25% Junior Subordinated Notes due 2077	SOJC	New York Stock Exchange
The Southern Company	Series 2020A 4.95% Junior Subordinated Notes due 2080	SOJD	New York Stock Exchange
The Southern Company	Series 2020C 4.20% Junior Subordinated Notes due 2060	SOJE	New York Stock Exchange
The Southern Company	Series 2021B 1.875% Fixed-to-Fixed Reset Rate Junior Subordinated Notes due 2081	SO 81	New York Stock Exchange
Georgia Power Company	Series 2017A 5.00% Junior Subordinated Notes due 2077	GPJA	New York Stock Exchange
Southern Power Company	Series 2016B 1.850% Senior Notes due 2026	SO/26A	New York Stock Exchange

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). (Response applicable to each registrant)

Emerging growth company ☐

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 2.02			Results of Operations and Financial Condition

The information in this Current Report on Form 8-K, including the exhibits attached hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities under that Section. Furthermore, such information, including the exhibits attached hereto, shall not be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.

On August 1, 2024, The Southern Company (“Southern Company”) issued a press release regarding its earnings for the three-month and six-month periods ended June 30, 2024, including certain additional information regarding the financial results for such period. A copy of this release is being furnished as Exhibit 99 to this Current Report on Form 8-K.

Use of Non-GAAP Financial Measures

Exhibit 99 to this Current Report on Form 8-K includes earnings and earnings per share in accordance with generally accepted accounting principles (“GAAP”) for the three-month and six-month periods ended June 30, 2024 and 2023. The exhibit also includes earnings and earnings per share (1) for the three-month and six-month periods ended June 30, 2024 and 2023, excluding charges (net of salvage proceeds) and credits, associated legal expenses (net of insurance recoveries), and tax impacts related to plants under construction, (2) for the six-month period ended June 30, 2023, excluding costs associated with the extinguishment of debt at Southern Company, and (3) for the three-month and six-month periods ended June 30, 2023, excluding a charge related to a disallowance at Northern Illinois Gas Company. The attached exhibit includes additional information regarding these excluded items, as well as reconciliations of each non-GAAP financial measure to the most comparable financial measure under GAAP. Southern Company believes the presentation of earnings and earnings per share, excluding these items, is useful to investors because it provides investors with additional information to evaluate the performance of Southern Company’s ongoing business activities. Southern Company management also

uses earnings and earnings per share, excluding the effect of these items, to evaluate the performance of Southern Company’s ongoing business activities. The presentation of this additional information is not meant to be considered a substitute for financial measures prepared in accordance with GAAP.

Exhibits

Exhibit 99 contains business segment information for Alabama Power Company, Georgia Power Company, Mississippi Power Company, Southern Power Company and Southern Company Gas. Accordingly, this report is also being furnished on behalf of each such registrant.


			Exhibit 99			Press Release.
			Exhibit 104			Cover Page Interactive Data File – The cover page iXBRL tags are embedded within the inline XBRL document.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, each of the registrants has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


Date: August 1, 2024	THE SOUTHERN COMPANY
	By	/s/David P. Poroch
		David P. Poroch Comptroller

	ALABAMA POWER COMPANY GEORGIA POWER COMPANY MISSISSIPPI POWER COMPANY SOUTHERN POWER COMPANY SOUTHERN COMPANY GAS
	By	/s/Melissa K. Caen
		Melissa K. Caen Assistant Secretary

Document

Exhibit 99

Page 1




News

Media Contact:	Southern Company Media Relations
	404-506-5333 or 1-866-506-5333
	southerncompany.com

Investor Relations Contact:
	Scott Gammill
	404-506-0901
	sagammil@southernco.com
		August 1, 2024

Southern Company reports second-quarter 2024 earnings

ATLANTA – Southern Company today reported second-quarter earnings of $1.2 billion, or $1.10 per share, in 2024 compared with earnings of $838 million, or 77 cents per share, in the second quarter of 2023. For the six months ended June 30, 2024, Southern Company reported earnings of $2.3 billion, or $2.13 per share, compared with $1.7 billion, or $1.56 per share, for the same period in 2023.

Excluding the items described under “Net Income – Excluding Items” in the table below, Southern Company earned $1.2 billion, or $1.10 per share, during the second quarter of 2024, compared with $868 million, or 79 cents per share, during the second quarter of 2023. For the six months ended June 30, 2024, excluding these items, Southern Company earned $2.3 billion, or $2.13 per share, compared with $1.7 billion, or $1.59 per share, for the same period in 2023.


Non-GAAP Financial Measures	Three Months Ended June				Year-to-Date June
Net Income – Excluding Items (in millions)	2024		2023		2024		2023
Net Income – As Reported	$	1,203	$	838	$	2,332	$	1,700
Less:
Estimated Loss on Plants Under Construction	17		(3)		14		(4)
Tax Impact	(18)		1		(17)		1


Loss on Extinguishment of Debt	—		—		—		(5)
Tax Impact	—		—		—		1
Estimated Loss on Qualifying Infrastructure Plant	—		(38)		—		(38)
Tax Impact	—		10		—		10


Net Income – Excluding Items	$	1,204	$	868	$	2,335	$	1,735
Average Shares Outstanding – (in millions)	1,096		1,092		1,095		1,092
Basic Earnings Per Share - Excluding Items	$	1.10	$	0.79	$	2.13	$	1.59

NOTE: For more information regarding these non-GAAP adjustments, see the footnotes accompanying the Financial Highlights page of the earnings package.

Adjusted earnings drivers for the second quarter of 2024, as compared with the same period in 2023, were higher utility revenues, partially offset by increased interest expense, depreciation and amortization, and income taxes.

Page 2

Second-quarter 2024 operating revenues were $6.5 billion, compared with $5.7 billion for the second quarter of 2023, an increase of 12.4%. For the six months ended June 30, 2024, operating revenues were $13.1 billion, compared with $12.2 billion for the corresponding period in 2023, an increase of 7.2%.

“Southern Company businesses performed well during the second quarter of 2024,” said Chairman, President and CEO Christopher C. Womack. “We are pleased with our business fundamentals, and the economies in our service territories, especially those within our Southeastern service footprint, remain strong with continuing customer growth and robust economic development.”

Southern Company’s second-quarter earnings slides with supplemental financial information are available at investor.southerncompany.com.

Southern Company’s financial analyst call will begin at 1 p.m. Eastern Time today, during which Womack and Chief Financial Officer Daniel S. Tucker will discuss earnings and provide a general business update. Investors, media and the public may listen to a live webcast of the call and view associated slides at investor.southerncompany.com. A replay of the webcast will be available on the site for 12 months.

About Southern Company

Southern Company (NYSE: SO) is a leading energy provider serving 9 million customers across the Southeast and beyond through its family of companies. Providing clean, safe, reliable and affordable energy with excellent service is our mission. The company has electric operating companies in three states, natural gas distribution companies in four states, a competitive generation company, a leading distributed energy company with national capabilities, a fiber optics network and telecommunications services. Through an industry-leading commitment to innovation, resilience and sustainability, we are taking action to meet customers’ and communities’ needs while advancing our goal of net zero greenhouse gas emissions by 2050. Our uncompromising values ensure we put the needs of those we serve at the center of everything we do and are the key to our sustained success. We are transforming energy into economic, environmental and social progress for tomorrow. Our corporate culture and hiring practices have earned the company national awards and recognition from numerous organizations, including Forbes, The Military Times, DiversityInc, Black Enterprise, J.D. Power, Fortune, Human Rights Campaign and more. To learn more, visit southerncompany.com.

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Page 3




Southern Company
Financial Highlights
(In Millions Except Earnings Per Share)

	Three Months Ended June				Year-To-Date June
Net Income – As Reported	2024		2023		2024		2023
Traditional Electric Operating Companies	$	1,192	$	823	$	2,012	$	1,433
Southern Power	86		85		182		187
Southern Company Gas	108		85		517		393
Total	1,386		993		2,711		2,013
Parent Company and Other	(183)		(155)		(379)		(313)
Net Income – As Reported	$	1,203	$	838	$	2,332	$	1,700

Basic Earnings Per Share(1)	$	1.10	$	0.77	$	2.13	$	1.56
Average Shares Outstanding	1,096		1,092		1,095		1,092

Non-GAAP Financial Measures	Three Months Ended June				Year-To-Date June
Net Income – Excluding Items	2024		2023		2024		2023
Net Income – As Reported	$	1,203	$	838	$	2,332	$	1,700
Less:
Estimated Loss on Plants Under Construction(2)	17		(3)		14		(4)
Tax Impact	(18)		1		(17)		1


Loss on Extinguishment of Debt(3)	—		—		—		(5)
Tax Impact	—		—		—		1
Estimated Loss on Qualifying Infrastructure Plant(4)	—		(38)		—		(38)
Tax Impact	—		10		—		10


Net Income – Excluding Items	$	1,204	$	868	$	2,335	$	1,735

Basic Earnings Per Share – Excluding Items	$	1.10	$	0.79	$	2.13	$	1.59

See Notes on the following page.

Page 4

Southern Company

Financial Highlights

Notes

(1)Dilution is not material in any period presented. Diluted earnings per share was $1.09 and $2.12 for the three and six months ended June 30, 2024, respectively, and $0.76 and $1.55 for the three and six months ended June 30, 2023, respectively.

(2)Earnings for the three and six months ended June 30, 2024 include a pre-tax credit to income of $21 million ($16 million after tax) related to the estimated probable loss on Plant Vogtle Units 3 and 4 reflecting a revision to Georgia Power Company's total project capital cost forecast resulting from a reduction in remaining expected site demobilization costs and other contractor obligations. Additionally, earnings for the three and six months ended June 30, 2024 include a $14 million income tax charge related to the remeasuring of deferred tax assets associated with the previously recognized estimated probable loss on Plant Vogtle Units 3 and 4 due to a change in the State of Georgia corporate tax rate. Further charges and/or credits may occur; however, the amount and timing are uncertain. Earnings for the three and six months ended June 30, 2024 and 2023 also include charges (net of salvage proceeds), associated legal expenses (net of insurance recoveries), and tax impacts related to Mississippi Power Company's integrated coal gasification combined cycle facility project in Kemper County, Mississippi. Mississippi Power Company expects to incur additional pre-tax period costs to complete dismantlement of the abandoned gasifier-related assets and site restoration activities, including related costs for compliance and safety, asset retirement obligation accretion, and property taxes, net of salvage, totaling approximately $15 million annually through 2025.

(3)Earnings for the six months ended June 30, 2023 include costs associated with the extinguishment of debt at Southern Company. Similar transaction costs may occur in the future at Southern Company or one of its unregulated subsidiaries; however, the amount and timing of any such costs are uncertain.

(4)Earnings for the three and six months ended June 30, 2023 include a pre-tax charge of $38 million ($28 million after tax) for an estimated loss at Southern Company Gas associated with an Illinois Commerce Commission disallowance related to its review of the Qualifying Infrastructure Plant (QIP) capital investments by Nicor Gas for calendar year 2019 under the QIP Rider, or Investing in Illinois program. Further charges may occur; however, the amount and timing of any such charges are uncertain.

Page 5




Southern Company
Significant Factors Impacting EPS

	Three Months Ended June						Year-To-Date June
	2024		2023		Change		2024		2023		Change
Earnings Per Share –
As Reported(1)	$	1.10	$	0.77	$	0.33	$	2.13	$	1.56	$	0.57

Significant Factors:
Traditional Electric Operating Companies					$	0.34					$	0.53
Southern Power					—						(0.01)
Southern Company Gas					0.02						0.11
Parent Company and Other					(0.03)						(0.05)
Increase in Shares					—						(0.01)
Total – As Reported					$	0.33					$	0.57

	Three Months Ended June						Year-To-Date June
Non-GAAP Financial Measures	2024		2023		Change		2024		2023		Change
Earnings Per Share –
Excluding Items	$	1.10	$	0.79	$	0.31	$	2.13	$	1.59	$	0.54

Total – As Reported					$	0.33					$	0.57
Less:
Estimated Loss on Plants Under Construction(2)					—						—

Loss on Extinguishment of Debt(3)					—						—
Estimated Loss on Qualifying Infrastructure Plant(4)					0.02						0.03

Total – Excluding Items					$	0.31					$	0.54

See Notes on the following page.

Page 6

Southern Company

Significant Factors Impacting EPS

Notes

Page 7




Southern Company
EPS Earnings Analysis


Description	Three Months Ended June 2024 vs. 2023	Year-To-Date June 2024 vs. 2023

Retail Sales	1¢	5¢

Retail Revenue Impacts	24	41

Weather	14	20

Wholesale and Other Operating Revenues	4	7

Non-Fuel Operations and Maintenance Expenses(1)	(2)	(2)

Depreciation and Amortization	(4)	(6)

Interest Expense and Other	—	(6)

Income Taxes	(3)	(6)

Total Traditional Electric Operating Companies	34¢	53¢

Southern Power	—	(1)

Southern Company Gas	—	9

Parent Company and Other	(3)	(6)

Increase in Shares	—	(1)

Total Change in EPS (Excluding Items)	31¢	54¢

Estimated Loss on Plants Under Construction(2)	—	—



Loss on Extinguishment of Debt(3)	—	—

Estimated Loss on Qualifying Infrastructure Plant(4)	2	3



Total Change in EPS (As Reported)	33¢	57¢

See Notes on the following page.

Page 8

Southern Company

EPS Earnings Analysis

Notes

(1)Excludes gains/losses on asset sales, which are included in "Interest Expense and Other." Includes non-service cost-related benefits income.

Page 9




Southern Company
Consolidated Earnings
As Reported

	Three Months Ended June						Year-To-Date June
	2024		2023		Change		2024		2023		Change
	(in millions)						(in millions)
Retail electric revenues:
Fuel	$	1,061	$	1,006	$	55	$	2,072	$	2,056	$	16
Non-fuel	3,425		2,853		572		6,355		5,402		953
Wholesale electric revenues	627		605		22		1,198		1,203		(5)
Other electric revenues	210		209		1		409		399		10
Natural gas revenues	831		852		(21)		2,538		2,728		(190)
Other revenues	309		223		86		537		440		97
Total operating revenues	6,463		5,748		715		13,109		12,228		881
Fuel and purchased power	1,254		1,190		64		2,448		2,482		(34)
Cost of natural gas	149		199		(50)		754		1,097		(343)
Cost of other sales	167		128		39		298		255		43
Non-fuel operations and maintenance	1,409		1,489		(80)		2,881		2,929		(48)
Depreciation and amortization	1,182		1,112		70		2,327		2,222		105
Taxes other than income taxes	384		340		44		780		734		46
Estimated loss on Plant Vogtle Units 3 and 4	(21)		—		(21)		(21)		—		(21)


Total operating expenses	4,524		4,458		66		9,467		9,719		(252)
Operating income	1,939		1,290		649		3,642		2,509		1,133
Allowance for equity funds used during construction	51		70		(19)		109		135		(26)
Earnings from equity method investments	31		29		2		77		78		(1)
Interest expense, net of amounts capitalized	694		610		84		1,358		1,192		166

Other income (expense), net	151		142		9		302		286		16
Income taxes	290		98		192		513		194		319
Net income	1,188		823		365		2,259		1,622		637

Net loss attributable to noncontrolling interests	(15)		(15)		—		(73)		(78)		5
Net income attributable to Southern Company	$	1,203	$	838	$	365	$	2,332	$	1,700	$	632

Certain prior year data may have been reclassified to conform with current year presentation.

Page 10





Southern Company
Kilowatt-Hour Sales and Customers


	Three Months Ended June						Year-To-Date June
	2024	2023	% Change		Weather Adjusted % Change		2024	2023	% Change		Weather Adjusted % Change
	(in millions)						(in millions)
Kilowatt-Hour Sales

Total Sales	49,897	48,003	3.9	%			96,426	94,729	1.8	%

Total Retail Sales	37,007	34,969	5.8	%	0.6	%	72,261	68,351	5.7	%	1.1	%
Residential	11,889	10,695	11.2	%	(1.0)	%	23,765	21,326	11.4	%	0.1	%
Commercial	12,666	11,826	7.1	%	2.8	%	24,140	22,708	6.3	%	3.3	%
Industrial	12,318	12,317	—	%	—	%	24,086	24,040	0.2	%	0.2	%
Other	134	131	2.1	%	1.9	%	270	277	(2.4)	%	(3.0)	%

Total Wholesale Sales	12,890	13,034	(1.1)	%	N/A		24,165	26,378	(8.4)	%	N/A


							Period Ended June
							2024	2023	% Change
							(in thousands)
Regulated Utility Customers

Total Regulated Utility Customers							8,873	8,800	0.8%
Traditional Electric Operating Companies							4,518	4,463	1.2%
Southern Company Gas							4,355	4,337	0.4%

Page 11




Southern Company
Financial Overview
As Reported

	Three Months Ended June						Year-To-Date June
	2024		2023		% Change		2024		2023		% Change
	(in millions)						(in millions)
Southern Company –
Operating Revenues	$	6,463	$	5,748	12.4	%	$	13,109	$	12,228	7.2	%
Earnings Before Income Taxes	1,478		921		60.5	%	2,772		1,816		52.6	%
Net Income Available to Common	1,203		838		43.6	%	2,332		1,700		37.2	%

Alabama Power –
Operating Revenues	$	1,873	$	1,689	10.9	%	$	3,664	$	3,336	9.8	%
Earnings Before Income Taxes	471		337		39.8	%	889		591		50.4	%
Net Income Available to Common	369		312		18.3	%	702		568		23.6	%

Georgia Power –
Operating Revenues	$	2,875	$	2,391	20.2	%	$	5,273	$	4,567	15.5	%
Earnings Before Income Taxes	954		563		69.4	%	1,470		911		61.4	%
Net Income Available to Common	762		471		61.8	%	1,199		767		56.3	%

Mississippi Power –
Operating Revenues	$	364	$	311	17.0	%	$	706	$	702	0.6	%
Earnings Before Income Taxes	76		44		72.7	%	136		115		18.3	%
Net Income Available to Common	61		40		52.5	%	111		98		13.3	%

Southern Power –
Operating Revenues	$	524	$	525	(0.2)	%	$	997	$	1,033	(3.5)	%
Earnings Before Income Taxes	84		76		10.5	%	108		108		—	%
Net Income Available to Common	86		85		1.2	%	182		187		(2.7)	%

Southern Company Gas –
Operating Revenues	$	831	$	852	(2.5)	%	$	2,538	$	2,728	(7.0)	%
Earnings Before Income Taxes	144		114		26.3	%	691		525		31.6	%
Net Income Available to Common	108		85		27.1	%	517		393		31.6	%

See Financial Highlights pages for discussion of certain significant items occurring during the periods.