Supplementary Table and Figure Legends Supplementary Table 1. List of genes significantly regulated following FOXO3a activation in DL23 cells. DL23 cells were treated with ethanol or 100 nM 4-OHT for 24 hours. Total RNA was subjected to gene expression analysis (Affymetrix human Exon Array). Signal estimates were generated using RMA. FOXO3a regulated genes were selected using a false discovery rate of 0.05. Annotations were derived from Affymetrix release HuEx-1_0-st-v2.na24.hg18. Supplementary Figure S1. Activation of endogenous FOXO by inhibition of PI3kinase leads to downregulation of mitochondrial genes. Parental DLD-1 cells were treated with the phosphatidylinositol 3-kinase (PI3-kinase) inhibitors LY-294002 (20 µM) and PI-103 (0.5 µM) for 24 h. Expression levels of PGC1, PRC, TFAM, SOD2 and Mxi1 were determined by qRT-PCR. Data representative of 2 independent experiments are shown. Data are mean ± SEM. Supplementary Figure S2. FOXO3a does not regulate the activity of a TFAM reporter construct. (a) Schematic representation of mtTFA-luc WT. This reporter construct carries proximal sequences from the promoter of the human TFAM gene containing NRF, NRF2 and SP1 binding sites (mtTFA-luc WT). (b) DL23 cells were transfected with different amounts of mtTFA-luc WT and treated with solvent or 4OHT for 24 hours. Firefly luciferase activity was normalised to the activity of a cotransfected Renilla-luciferase expression construct. Data are mean ± SEM, n=4. Supplementary Figure S3. c-Myc RNA levels in DL23 and DL23+c-Myc cells. DL23 cells were infected with pWZL-Blast-c-Myc and selected for 96 hours. Cells were then treated with 4-OHT or solvent for 24 h. Expression levels of c-Myc following FOXO3a activation in parental cells (white and grey bars) or c-Myc expressing cells (hatched and black bars) was determined by qRT-PCR. Data are mean ± SEM, n=3. Supplementary Figure S4. FOXO3a does not affect total Mitotracker green fluorescence levels. RPE-F cells were treated with ethanol or 4-OHT for 48 h, or with DMSO or 10 µM Resveratrol for 48 hours. Cells were fixed in formaldehyde, stained using 100 nM mitotracker green (MTG) and fluorescence was measured by flow cytometry. Data are mean ± SEM. * indicates statistical significance as determined by Student’s t-test (P < 0.05, n=3). N.S. = non signicficant. Supplementary Figure S5. Effect of inhibition of mitochondrial fission on oxygen consumption in RPE-F cells. (a) FOXO3a does not upregulate mitochondrial fission regulators FIS1 and DRP1. RPE-F cells were treated with ethanol or 4-OHT for 48 h. Expression levels of FIS1 and DRP1 were determined by qRT-PCR. (b) The DRP1 inhibitor Mdivi-1 does not block the downregulation of oxygen consumption rate induced by FOXO3a activation. RPE-F cells were treated with ethanol or 4-OHT for 48h and 10 µM Mdivi-1 or solvent were added for the final 24 h. Oxygen consumption rate (OCR) was measured using Oxygen Biosensor Plates in the presence or absence of 2 µM FCCP. Data are mean ± SEM, n=3. Supplementary Figure S6. Effect of FOXO3a activation on HIF-1mRNA levels in hypoxia. RPE-F and DL23 cells were treated with ethanol or 4-OHT for a total of 48 h and placed in normoxia (20% O2) or hypoxia (<0.5% O2) for the final 24 h. mRNA levels of HIF-1 were determined by qRT-PCR. Data are mean ± SEM, n=3. Supplementary Figure S7. Effect of PHD inhibition and VHL silencing on HIF1expression in RPE-F cells. (a) RPE-F cells were treated with ethanol or 4-OHT for a total of 48 h and placed in normoxia (20% O2) or hypoxia (<0.5% O2) for the final 24 h or treated with 1 mM DMOG for the final 4 h. Expression of HIF-1 was determined by immunoblotting. -actin is shown as a loading control. (b) RPE-F cells were transfected with 100 nM of control or VHL siRNA for 72 h and treated with ethanol or solvent during the final 24 h. Expression of HIF-1 was determined by immunoblotting. -actin is shown as a loading control. (c) Silencing of VHL was confirmed in RPE-F cells transfected in parallel by qRT-PCR.