Commission File Number | Registrant, State of Incorporation, Address And Telephone Number | I.R.S. Employer Identification No. |
1-3526 | The Southern Company (A Delaware Corporation) 30 Ivan Allen Jr. Boulevard, N.W. Atlanta, Georgia 30308 (404) 506-5000 | 58-0690070 |
[ ] | 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)) |
Item 5.07. | Submission of Matters to a Vote of Security Holders. |
1. | The nominees for election to the Board of Directors were elected based on the following votes: |
Nominees | Votes For | Votes Against | Abstentions | Broker Non-Votes | |
Juanita Powell Baranco | 563,354,761 | 6,240,620 | 4,108,674 | 158,450,698 | |
Jon A. Boscia | 564,590,235 | 4,940,651 | 4,173,169 | 158,450,698 | |
Henry A. Clark III | 564,130,010 | 5,300,571 | 4,273,474 | 158,450,698 | |
Thomas A. Fanning | 546,222,364 | 17,904,826 | 9,576,865 | 158,450,698 | |
David J. Grain | 563,803,849 | 5,708,416 | 4,191,790 | 158,450,698 | |
Veronica M. Hagen | 563,924,544 | 5,608,774 | 4,170,737 | 158,450,698 | |
Warren A. Hood, Jr. | 563,775,827 | 5,683,109 | 4,245,119 | 158,450,698 | |
Linda P. Hudson | 560,743,599 | 8,787,778 | 4,172,678 | 158,450,698 | |
Donald M. James | 552,324,918 | 17,045,214 | 4,333,923 | 158,450,698 | |
John D. Johns | 553,525,925 | 15,979,574 | 4,198,556 | 158,450,698 | |
Dale E. Klein | 561,382,332 | 8,145,882 | 4,175,841 | 158,450,698 | |
William G. Smith, Jr. | 563,287,544 | 6,297,597 | 4,118,914 | 158,450,698 | |
Steven R. Specker | 564,129,044 | 5,506,532 | 4,068,479 | 158,450,698 | |
Larry D. Thompson | 563,839,197 | 5,644,001 | 4,220,857 | 158,450,698 | |
E. Jenner Wood III | 439,340,700 | 130,029,890 | 4,333,465 | 158,450,698 |
2. | The proposal to approve The Southern Company Outside Directors Stock Plan was approved based upon the following votes: |
Votes For | Votes Against | Abstentions | Broker Non-Votes | |||
545,369,866 | 20,126,614 | 8,207,575 | 158,450,698 |
3. | The proposal to approve an amendment to the by-laws related to the ability of stockholders to act by written consent to amend the by-laws was approved based upon the following votes: |
Votes For | Votes Against | Abstentions | Broker Non-Votes | |||
547,789,577 | 18,899,357 | 7,015,121 | 158,450,698 |
4. | The proposal to approve, on an advisory basis, the Company’s named executive officers’ compensation was approved based upon the following votes: |
Votes For | Votes Against | Abstentions | Broker Non-Votes | |||
530,452,437 | 34,332,806 | 8,918,812 | 158,450,698 |
5. | The proposal to ratify the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for 2015 was approved based upon the following votes: |
Votes For | Votes Against | Abstentions | Broker Non-Votes | |||
717,773,835 | 8,667,354 | 5,713,564 | 0 |
6. | The stockholder proposal on proxy access was not approved based upon the following votes: |
Votes For | Votes Against | Abstentions | Broker Non-Votes | |||
260,446,276 | 303,750,942 | 9,506,837 | 158,450,698 |
7. | The stockholder proposal on greenhouse gas emissions reduction goals was not approved based upon the following votes: |
Votes For | Votes Against | Abstentions | Broker Non-Votes | |||
114,265,027 | 402,330,075 | 57,108,953 | 158,450,698 |
Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits | |
3.1 | By-Laws of the Company, as amended effective May 27, 2015. |
Date: May 29, 2015 | THE SOUTHERN COMPANY | |||
By | /s/Melissa K. Caen | |||
Melissa K. Caen Corporate Secretary |