2018 Annual Meeting of Stockholders

Director Nominees

1
Juanita Powell Baranco

Independent

Executive Vice President and Chief Operating Officer, Baranco Automotive Group

Age: 69

Director since: 2006

Current Committees: Audit

2
Jon A. Boscia

Independent

Founder and President, Boardroom Advisors LLC (retired)

Age: 65

Director since: 2007

Current Committees: Nominating, Governance and Corporate Responsibility; Operations, Environmental and Safety

3
Henry A. "Hal" Clark III

Independent

Senior Advisor of Evercore (retired)

Age: 68

Director since: 2009

Current Committees: Compensation and Management Succession (Chair); Finance

4
Thomas A. Fanning


Chairman of the Board, President and Chief Executive Officer (CEO), Southern Company

Age: 61

Director since: 2010

Current Committees: None

5
David J. Grain

Independent

CEO and Managing Director, Grain Management LLC

Age: 55

Director since: 2012

Current Committees: Compensation and Management Succession; Finance (Chair)

6
Veronica M. Hagen

Independent

Chief Executive Officer, Polymer Group, Inc. (retired)

Age: 72

Director since: 2008

Current Committees: Nominating, Governance and Corporate Responsibility (Chair); Operations, Environmental and Safety

7
Linda P. Hudson

Independent

Founder, Chairman and Chief Executive Officer, The Cardea Group

Age: 67

Director since: 2014

Current Committees: Nominating, Governance and Corporate Responsibility; Operations, Environmental and Safety; Business Security Subcommittee (Chair)

8
Donald M. James

Independent

Chairman and Chief Executive Officer, Vulcan Materials Company (retired)

Age: 69

Director since: 1999

Current Committees: Compensation and Management Succession; Finance

9
John D. Johns

Independent

Chairman and Chief Executive Officer, Protective Life Corporation

Age: 65

Director since: 2015

Current Committees: Audit (Chair)

10
Dale E. Klein

Independent

Associate Vice Chancellor of Research, University of Texas System

Age: 70

Director since: 2010

Current Committees: Compensation and Management Succession; Operations, Environmental and Safety; Business Security Subcommittee

11
Ernest J. Moniz

Independent

Cecil and Ida Green Professor of Physics and Engineering Systems Emeritus, Special Advisor to the MIT President

Age: 73

Director since: 2018

Current Committees: Nominating, Governance and Corporate Responsibility; Operations, Environmental and Safety; Business Security Subcommittee

12
William G. Smith, Jr.

Independent

Chairman, President and Chief Executive Officer, Capital City Bank Group, Inc.

Age: 64

Director since: 2006

Current Committees: Finance; Nominating, Governance and Corporate Responsibility

13
Steven R. Specker

Lead Independent
Director effective
May 23, 2018 if
re-elected

Chief Executive Officer, TAE Technologies, Inc.

Age: 72

Director since: 2010

Current Committees: Compensation and Management Succession; Operations, Environmental and Safety (Chair)

14
Larry D. Thompson

Lead Independent
Director through
May 23, 2018

Counsel, Finch McCranie, LLP

Age: 72

Director since: 2014

Current Committees: Finance; Nominating, Governance and Corporate Responsibility

15
E. Jenner Wood III

Independent

Corporate Executive Vice President – Wholesale Banking, SunTrust Banks, Inc. (retired)

Age: 66

Director since: 2012

Current Committees: Audit