Required Deferrals. In the event that the Committee determines that the payment of an Award shall be automatically deferred, without providing the Participant with the opportunity to elect the time and form of such payment, the Committee must set forth the time and form of payment of the Award in the Award Agreement or a related document no later than the later of # the date of grant or # the date by which the Participant would have been required to submit his or her deferral election under [Section 6(a)(i)(A)] above had the Committee permitted such Participant to make such election.

Maximum Deferrals. A Monthly Deferral Participant may elect a Deferral Amount of up to 100% of the Participant’s Monthly Compensation for a Plan Year. One hundred percent (100%) of any annual allocation of Shares earned pursuant to [Section 5(c)] will be automatically credited to a Deferred Stock Participant’s Deferred Stock Account.

Bonus Deferrals. A Participant’s election to defer his or her Bonus is subject to the following requirements:

Mandatory Deferrals. The Board of Directors shall determine the number of Share Units payable, as of February 1 of each year, to the participant in payment for membership and service on the Board of Directors. A new member of the Board of Directors who is eligible to participate in the Plan shall receive, on the date the Director joins the Board, a pro rata number of Share Units based on the number of Share Units payable to participants as of the prior February 1. For this purpose, the pro rata portion shall be determined in accordance with the procedures set forth by the Corporate Secretary’s Office of the Company. Such Share Units shall be deferred and credited to such participant’s deferred compensation account pursuant to [Section 3]. In addition, twenty-five (25) percent of the retainer fee payable to the participant for membership on the Board of Directors shall be deferred and credited to such participant’s deferred compensation account as Share Units until the end of the earliest calendar year at which the participant has met a guideline level of Share Unit or Company common stock ownership as determined by the Board of Directors and then in effect.

Elective Deferrals. A participant may elect, by filing the appropriate form pursuant to [Section 8], to defer receipt for any calendar year of either # all of the compensation payable to the participant for serving on the Board of Directors and any committee thereof, # only the retainer fee payable to the participant for service on the Board of Directors, or # any percentage, equal to or exceeding twenty-five percent of the compensation payable to the participant specified in [clause (1) hereof].

Discretionary Deferrals. The Board of Directors may, in its sole discretion, provide additional compensation to eligible directors in the form of Share Units, with such Share Units being deferred and credited to the participant’s deferred compensation account pursuant to [Section 3].

Elective Deferrals. On or before the time necessary to administer deferral elections that are effective as of the first day of the next Plan Year, the Committee shall, in its sole discretion, determine which Participants are eligible to make Elective Deferrals for that Plan Year. For Participants compensated primarily on a commission basis, eligibility to make such Deferrals may be based on whether a Participant has achieved a threshold of Gross Production for the fiscal year ending on the November 30th immediately preceding the Plan Year for which the eligibility determination is being made. The threshold of Gross Production for purposes of this Section shall be established by the Committee in its sole discretion.

Stifel Deferrals. The amount of Stifel Deferrals credited to the Account of a Participant for the Plan Year shall be the applicable percentage of the Participant’s Gross Production (for Participants compensated primarily on a commission basis) or Performance Based Incentive Compensation (for Participants not compensated primarily on a commission basis) for such Plan Year established by the Committee in its sole discretion before the time the Participant first has a legally binding right to the compensation, as defined in IRS regulations under section 409A of the Code.

Other Deferrals. An Employer may award an Eligible Employee a right to deferred compensation from time to time; for example, in a recruitment letter agreement. Any such award shall identify in writing the objectively determinable amount of the award and the Type of the Account to which such deferred compensation is credited. Such a written instrument shall be adopted no later than the time the Participant first obtains a legally binding right to payment of an amount that is or will be credited to such an Account.

Compensation paid to Directors and deferred under the Plan prior to ​ shall be treated by Southern as not subject to Code Section 409A and therefore “grandfathered.” The Account balance (plus earnings thereon) of the “grandfathered” deferrals shall only be subject to the provisions of the Plan in effect prior to ​ as set forth in the Provisions for Pre-2005 Deferrals Under the Deferred Compensation Plan for Outside Directors of The Southern Company (the “Pre-2005 Terms”). In accordance with transition rules under Code Section 409A, Internal Revenue Service Notice 2005-1, and any other applicable guidance from the Department of Treasury, the provisions of the Pre-2005 Terms are only intended to preserve the rights and features of the “grandfathered” deferrals and are, therefore, not intended to be “materially modified” with respect to any aspect of such rights and features. Provisions of the prior Plan should be so construed whenever necessary or appropriate.