0000041091FALSE00000410912025-09-242025-09-24
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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| Date of Report (Date of earliest event reported) | September 24, 2025 | |
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| Commission
File Number | | Registrant,
State of Incorporation,
Address and Telephone Number | | I.R.S. Employer
Identification No. | |
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| 1-6468 | | Georgia Power Company | | 58-0257110 | |
(A Georgia Corporation)
241 Ralph McGill Boulevard, N.E.
Atlanta, Georgia 30308
(404) 506-6526
The name and address of the registrant have not changed since the last report.
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrants under any of the following provisions:
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☐ | 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)) |
Securities registered pursuant to Section 12(b) of the Act:
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| Registrant | Title of each class | Trading
Symbol(s) | Name of each exchange
on which registered |
| Georgia Power Company | Series 2017A 5.00% Junior
Subordinated Notes due 2077 | GPJA | New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
On September 24, 2025, Georgia Power Company (the “Company”) entered into an Underwriting Agreement covering the issue and sale of an additional $250,000,000 aggregate principal amount of its Series 2025B 4.85% Senior Notes due March 15, 2031 (the “Series 2025B Senior Notes”). The additional Series 2025B Senior Notes are part of the same series of debt securities as the Series 2025B Senior Notes issued by the Company on March 3, 2025. Upon completion of this offering, the aggregate principal amount of outstanding Series 2025B Senior Notes was $750,000,000. Also on September 24, 2025, the Company entered into Underwriting Agreements covering the issue and sale of $750,000,000 aggregate principal amount of its Series 2025D 4.00% Senior Notes due October 1, 2028 (the “Series 2025D Senior Notes”) and the issue and sale of $500,000,000 aggregate principal amount of its Series 2025E 5.50% Senior Notes due October 1, 2055 (the “Series 2025E Senior Notes”). The Series 2025D Senior Notes, the Series 2025E Senior Notes and the additional Series 2025B Senior Notes were each registered under the Securities Act of 1933, as amended, pursuant to the shelf registration statement (Registration No. 333-285111) of the Company.
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| Item 9.01. | Financial Statements and Exhibits. |
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(d) Exhibits.
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1.1(a) | Underwriting Agreement relating to the additional Series 2025B Senior Notes, dated September 24, 2025, among the Company and Barclays Capital Inc., Santander US Capital Markets LLC, Scotia Capital (USA) Inc., SMBC Nikko Securities America, Inc., Truist Securities, Inc. and U.S. Bancorp Investments, Inc., as representatives of the several Underwriters named in Schedule I thereto. | |
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1.1(b) | Underwriting Agreement relating to the Series 2025D Senior Notes, dated September 24, 2025, among the Company and Barclays Capital Inc., Santander US Capital Markets LLC, Scotia Capital (USA) Inc., SMBC Nikko Securities America, Inc., Truist Securities, Inc. and U.S. Bancorp Investments, Inc., as representatives of the several Underwriters named in Schedule I thereto. | |
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1.1(c) | Underwriting Agreement relating to the Series 2025E Senior Notes, dated September 24, 2025, among the Company and Barclays Capital Inc., Santander US Capital Markets LLC, Scotia Capital (USA) Inc., SMBC Nikko Securities America, Inc., Truist Securities, Inc. and U.S. Bancorp Investments, Inc., as representatives of the several Underwriters named in Schedule I thereto. | |
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4.3(a) | | |
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| 4.3(b) | | |
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| 4.3(c) | | |
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4.9(a) | Form of the Series 2025B Senior Note (included in Exhibit 4.3(a) above). | |
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4.9(b) | Form of the Series 2025D Senior Note (included in Exhibit 4.3(b) above). | |
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4.9(c) | Form of the Series 2025E Senior Note (included in Exhibit 4.3(c) above). | |
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5.1(a) | | |
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5.1(b) | | |
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5.1(c) | | |
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8.1(a) | | |
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8.1(b) | | |
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8.1(c) | | |
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| 23.1 | Consent of Troutman Pepper Locke LLP (included in Exhibit 5.1(a) above). | |
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| 23.2 | Consent of Troutman Pepper Locke LLP (included in Exhibit 5.1(b) above). | |
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| 23.3 | Consent of Troutman Pepper Locke LLP (included in Exhibit 5.1(c) above). | |
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| 23.4 | Consent of Troutman Pepper Locke LLP (included in Exhibit 8.1(a) above). | |
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| 23.5 | Consent of Troutman Pepper Locke LLP (included in Exhibit 8.1(b) above). | |
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| 23.6 | Consent of Troutman Pepper Locke LLP (included in Exhibit 8.1(c) above). | |
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| 104 | Cover Page Interactive Data File – The cover page iXBRL tags are embedded within the inline XBRL document. | |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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| Date: September 29, 2025 | | GEORGIA POWER COMPANY
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| By | /s/Melissa K. Caen |
| | Melissa K. Caen
Assistant Secretary |