Item 7.01 Regulation FD Disclosure. OnMarch 11, 2022 , theU.S. District Court for the Northern District of Georgia (the "Court") entered an order preliminarily approving a settlement and providing for notice of the settlement to stockholders ofThe Southern Company (the "Company") in (i) the consolidated federal derivative action styled In re Southern Company Shareholder Derivative Litigation, No. 1:17-cv-00725-MHC (N.D. Ga.) (the "Federal Action") and (ii) the derivative action styledHelen E. Piper Survivor's Trust, derivatively on behalf ofThe Southern Company v.Thomas A. Fanning et al., No. 17-A-04758-10,Superior Court of Gwinnett County ,State of Georgia (the "State Action"). The proposed settlement consists of an aggregate payment of$4,510,000 in attorneys' fees and expenses to the stockholders' counsel-to be paid entirely by the Company's insurers-and adoption of various corporate governance reforms by the Company. The terms of the proposed settlement, the corporate governance reforms and the Federal Action fee and expense amount are subject to final approval by the Court. A settlement hearing is scheduled forJune 1, 2022 at9:30 a.m. Upon approval by the Court, counsel for plaintiffs in the State Action will petition theSuperior Court of Gwinnett County ,State of Georgia for approval of the State Action fee and expense amount. As required by the Court's order, the Company is hereby furnishing the Notice of Proposed Settlement and the Amended Stipulation and Agreement of Settlement as Exhibits 99.1 and 99.2, respectively, to this Current Report on Form 8-K. The information included in this Current Report on Form 8-K under this Item 7.01 (including Exhibits 99.1 and 99.2) shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any filing made by the Company under the Exchange Act or the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing.
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Item 9.01 Financial Statements and Exhibits. (d) Exhibits. 99.1 Notice of Proposed Settlement. 99.2 Amended Stipulation and Agreement of Settlement. 104 Cover Page Interactive Data File - The cover page iXBRL tags are embedded within the inline XBRL document.
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