Deals between SO and its directors, executives, owners of more than 5% or their families: a relative on the payroll,
a plane the company charters from its CEO, a director's company that buys from it. SEC rules (Item 404) make the company list every such deal over $120,000 in its proxy statement.
Below: what the proxy filed 2026-04-03 reports that the one filed 2025-04-11 did not, quoted as filed.
New this year
Paragraphs about a deal, a person or a relative with nothing like them in the proxy filed 2025-04-11.
Nothing new: every deal in this year's section was reported last year too.
The whole section 5 paragraphs, proxy filed 2026-04-03
Certain Relationships and Related Transactions
“4 Our Audit Committee is responsible for overseeing our Code of Ethics, which includes policies relating to conflicts of interest. The Code of Ethics requires that all employees, officers and Directors avoid conflicts of interest, defined as situations where the person’s private interests conflict, or even appear to conflict, with the interests of the Company as a whole.”
Read it in the proxy ↗
Certain Relationships and Related Transactions
“4 We conduct a review of our financial systems to identify potential conflicts of interest and related person transactions.”
Read it in the proxy ↗
Certain Relationships and Related Transactions
“4 At least annually, each Director and executive officer completes a detailed questionnaire that asks about any business relationship that may give rise to a conflict of interest and all transactions in which the Company or one of its subsidiaries is involved and in which the executive officer, a Director or a related person has a direct or indirect interest.”
Read it in the proxy ↗
Certain Relationships and Related Transactions
“4 We have a Contract Manual and other formal written procurement policies and procedures that guide the purchase of goods and services, including requiring competitive bids for most transactions above $100,000 or approval based on documented business needs for sole sourcing arrangements.”
Read it in the proxy ↗
Certain Relationships and Related Transactions
“The approval and ratification of any related person transaction would be subject to these written policies and procedures which include:”
Read it in the proxy ↗
Paragraphs are compared by their words, not read by AI: one counts as new when no paragraph last year shares half of its words, or when it names a person or company last year's section did not.
A deal reported again with a new amount is not new. Always check the filing.
Open the proxy ↗ · Last year's proxy ↗
