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The Southern Company | ||
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*** Exercise
Your Right
to Vote ***
Important Notice Regarding the Availability of Proxy Materials for
the
Stockholder Meeting to Be Held on May 25, 2016.
THE SOUTHERN COMPANY
C/O PROXY SERVICES
P.O. BOX
9112
FARMINGDALE, NY 11735
Meeting Information | |
Meeting Type: | Annual Meeting |
For holders as of: | March 28, 2016 |
Date: May 25, 2016 | Time: 10:00 AM ET |
Location: | The Lodge Conference Center |
Callaway Gardens | |
Highway 18 | |
Pine Mountain, GA 31822 |
You are receiving this communication because you hold shares in the company named above.
This is not a ballot. You cannot use this notice to vote these shares. This communication presents only an overview of the more complete proxy materials that are available to you on the Internet. You may view the proxy materials online at www.proxyvote.com, scan the QR Barcode on the reverse side, or easily request a paper copy (see reverse side).
We encourage you to access and review all of the important information contained in the proxy materials before voting.
See the reverse side of this notice to obtain proxy materials and voting instructions. |
Before You
Vote
How to Access the Proxy
Materials
Proxy Materials Available to VIEW or RECEIVE:
PROXY STATEMENT ANNUAL REPORT
How to
View Online:
Have the information that is
printed in the box marked by the arrow ➔XXXX XXXX XXXX XXXX (located on
the following page) and visit: www.proxyvote.com, or scan the QR
Barcode below.
How to
Request and Receive a PAPER or E-MAIL Copy:
If you want to receive a paper or e-mail copy of these documents, you
must request one. There is NO charge for requesting a copy. Please choose one of
the following methods to make your request:
1) | BY INTERNET: | www.proxyvote.com | |
2) | BY TELEPHONE: | 1-800-579-1639 | |
3) | BY E-MAIL*: | sendmaterial@proxyvote.com |
Requests, instructions, and other inquiries sent to this e-mail address
will NOT be forwarded to your investment advisor.
Please make the request as
instructed above on or before May 11, 2016 to facilitate timely
delivery.
How To
Vote |
Vote In Person: Many stockholder meetings have attendance requirements including, but not limited to, the possession of an attendance ticket issued by the entity holding the meeting. Please check the meeting materials for any special requirements for meeting attendance. At the meeting, you will need to request a ballot to vote these shares.
Vote By Internet: Go to www.proxyvote.com or from a smart phone, scan the QR Barcode above. Have the information that is printed in the box marked by the arrow ➔XXXX XXXX XXXX XXXX (located on the following page) available and follow the instructions.
Vote By Mail: You can vote by mail by requesting a paper copy of the materials, which will include a proxy card.
Voting Items |
The Board of Directors recommends a vote FOR each nominee in Item 1. | ||
1. | ELECTION OF DIRECTORS: | |
1a. | Juanita Powell Baranco | |
1b. | Jon A. Boscia | |
1c. | Henry A. Clark III | |
1d. | Thomas A. Fanning | |
1e. | David J. Grain | |
1f. | Veronica M. Hagen | |
1g. | Warren A. Hood, Jr. | |
1h. | Linda P. Hudson | |
1i. | Donald M. James | |
1j. | John D. Johns | |
1k. | Dale E. Klein | |
1l. | William G. Smith, Jr. | |
1m. | Steven R. Specker | |
1n. | Larry D. Thompson | |
1o. | E. Jenner Wood III |
The Board of Directors recommends a vote FOR Items 2, 3, 4, 5, 6, 7, and 8. | |
2. | APPROVAL OF A BY-LAW AMENDMENT TO PERMIT PROXY ACCESS |
3. | APPROVAL OF AN AMENDMENT TO THE CERTIFICATE TO REDUCE THE SUPERMAJORITY VOTE REQUIREMENTS TO A MAJORITY VOTE |
4. | APPROVAL OF AN AMENDMENT TO THE CERTIFICATE TO ELIMINATE THE FAIR PRICE ANTI-TAKEOVER PROVISION |
5. | APPROVAL OF A BY-LAW AMENDMENT TO PERMIT THE BOARD TO MAKE CERTAIN FUTURE AMENDMENTS TO THE BY-LAWS WITHOUT STOCKHOLDER RATIFICATION |
6. | ADVISORY VOTE TO APPROVE EXECUTIVE COMPENSATION |
7. | APPROVAL OF THE MATERIAL TERMS FOR QUALIFIED PERFORMANCE-BASED COMPENSATION UNDER THE OMNIBUS PLAN |
8. | RATIFICATION OF THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2016 |
The Board of Directors recommends a vote AGAINST Items 9 and 10. | |
9. | STOCKHOLDER PROPOSAL ON 2° CELSIUS SCENARIO REPORT |
10. | STOCKHOLDER PROPOSAL ON STRANDED COAL ASSETS REPORT |