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 | 503,298,273 | 8,427,032 | 3,490,564 | 155,293,963 | ||||
Jon A. Boscia | 507,309,982 | 4,326,030 | 3,579,857 | 155,293,963 | ||||
Henry A. Clark III | 506,981,485 | 4,616,500 | 3,617,884 | 155,293,963 | ||||
Thomas A. Fanning | 495,882,120 | 12,645,791 | 6,687,958 | 155,293,963 | ||||
David J. Grain | 506,240,525 | 5,367,700 | 3,607,644 | 155,293,963 | ||||
H. William Habermeyer, Jr. | 506,407,304 | 5,185,089 | 3,623,476 | 155,293,963 | ||||
Veronica M. Hagen | 506,749,699 | 4,960,396 | 3,505,774 | 155,293,963 | ||||
Warren A. Hood, Jr. | 507,431,205 | 4,221,743 | 3,562,921 | 155,293,963 | ||||
Donald M. James | 473,257,674 | 38,410,506 | 3,547,689 | 155,293,963 | ||||
Dale E. Klein | 507,165,367 | 4,501,147 | 3,549,355 | 155,293,963 | ||||
William G. Smith, Jr. | 507,025,231 | 4,697,783 | 3,492,855 | 155,293,963 | ||||
Steven R. Specker | 507,143,644 | 4,509,233 | 3,562,992 | 155,293,963 | ||||
E. Jenner Wood III | 417,929,434 | 93,702,103 | 3,584,332 | 155,293,963 |
2. | The proposal to ratify the appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm for 2013 was approved based upon the following votes: |
Votes For | Votes Against | Abstentions | Broker Non-Votes | |||
659,374,473 | 6,143,892 | 4,991,467 | — |
3. | 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 | |||
434,966,724 | 26,262,948 | 53,986,197 | 155,293,963 |
4. | The proposal to ratify an amendment to the Company's By-Laws removing the mandatory retirement age provision for non-employee directors was approved based upon the following votes: |
Votes For | Votes Against | Abstentions | Broker Non-Votes | |||
634,066,672 | 19,677,457 | 16,765,703 | — |
5. | The proposal to amend the Company's Certificate of Incorporation to reduce the two-thirds supermajority vote requirements in Article Eleventh to a majority vote was not adopted by the necessary vote based upon the following votes: |
Votes For | Votes Against | Abstentions | Broker Non-Votes | |||
445,554,166 | 16,865,889 | 52,795,814 | 155,293,963 |
6. | The proposal to amend the Company's Certificate of Incorporation to reduce the 75% supermajority vote requirements in Article Thirteenth to a two-thirds vote was not adopted by the necessary vote based upon the following votes: |
Votes For | Votes Against | Abstentions | Broker Non-Votes | |||
446,074,331 | 16,443,767 | 52,697,771 | 155,293,963 |
Date:May 24, 2013 | THE SOUTHERN COMPANY By /s/ Melissa K. Caen Melissa K. Caen Assistant Secretary |