Southwest Airlines Files Proxy Statement

TL;DR

SW's proxy statement is out, get ready for shareholder votes.

AI Summary

Southwest Airlines Co. filed a Definitive Proxy Statement (DEFA14A) on October 18, 2024. This filing is soliciting material under Rule 14a-12, indicating it contains information related to the solicitation of proxies. The company, headquartered in Dallas, Texas, is registered with the SEC under Central Index Key 0000092380.

Why It Matters

This filing is a standard regulatory document that provides shareholders with information relevant to upcoming shareholder votes or meetings, impacting corporate governance and decision-making.

Risk Assessment

Risk Level: low — This is a routine regulatory filing for a public company and does not inherently present new financial risks.

Key Players & Entities

• SOUTHWEST AIRLINES CO (company) — Registrant
• 0000092380 (company) — Central Index Key
• 20241018 (date) — Filing Date
• DALLAS (location) — Company Headquarters

FAQ

Filing Documents

• d875625ddefa14a.htm (DEFA14A) — 15KB
• d875625dex1.htm (EX-1) — 46KB
• g875625dsp003.jpg (GRAPHIC) — 1KB
• g875625dsp004.jpg (GRAPHIC) — 65KB
• g875625dsp007.jpg (GRAPHIC) — 45KB
• g875625dsp009.jpg (GRAPHIC) — 31KB
• 0001193125-24-239712.txt ( ) — 257KB

From the Filing

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No .) Filed by the Registrant Filed by a Party other than the Registrant Check the appropriate box: Preliminary Proxy Statement Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) Definitive Proxy Statement Definitive Additional Materials Soliciting Material under 240.14a-12 SOUTHWEST AIRLINES CO. (Name of Registrant as Specified in its Charter) (Name Of Person(s) Filing Proxy Statement, if Other Than the Registrant) Payment of Filing Fee (Check all boxes that apply): No fee required Fee paid previously with preliminary materials Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11 On October 18, 2024, Southwest Airlines Co. (the Company) shared certain news articles within the Company. Copies of the articles are attached hereto as Exhibit 1. Important Additional Information The Company intends to file a proxy statement and a WHITE proxy card with the SEC in connection with the solicitation of proxies for the Companys Special Meeting of Shareholders (the Special Meeting). SHAREHOLDERS OF THE COMPANY ARE STRONGLY ENCOURAGED TO READ SUCH PROXY STATEMENT, ACCOMPANYING WHITE PROXY CARD AND ALL OTHER DOCUMENTS FILED WITH, OR FURNISHED TO, THE SEC CAREFULLY AND IN THEIR ENTIRETY WHEN THEY BECOME AVAILABLE AS THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE SPECIAL MEETING . Shareholders will be able to obtain the Companys proxy statement, any amendments or supplements to the proxy statement and other documents filed by the Company with the SEC at no charge at the SECs website at www.sec.gov . Copies will also be available at no charge at the Companys website at https://www.southwestairlinesinvestorrelations.com/financials/sec-filings . Participant Information The Company, each of its Directors (namely, Gary C. Kelly, Robert E. Jordan, William H. Cunningham, Ph.D., Lisa M. Atherton, David W. Biegler, J. Veronica Biggins, Roy Blunt, Douglas H. Brooks, Eduardo F. Conrado, Robert L. Fornaro, Rakesh Gangwal, Thomas W. Gilligan, Ph.D., David P. Hess, Elaine Mendoza, Christopher P. Reynolds, and Jill A. Soltau) and one of its executive officers (namely, Tammy Romo, Chief Financial Officer) are deemed to be participants (as defined in Section 14(a) of the Exchange Act) in the solicitation of proxies from the Companys Shareholders in connection with the matters to be considered at the Special Meeting. Information about the compensation of our named executive officers and our non-employee Directors is set forth in the sections titled Compensation of Executive Officers and Compensation of Directors in the Companys definitive proxy statement on Schedule 14A for the Companys 2024 Annual Meeting of Shareholders, filed on April 5, 2024 (the 2024 Definitive Proxy), commencing on pages 28 and 64, respectively, and is available here . Information regarding the participants holdings of the Companys securities can be found in the section titled Security Ownership of Management in the Companys 2024 Definitive Proxy on page 27 and is available here , and as updated in the filings referenced below. Supplemental information regarding the participants holdings of the Companys securities can be found in SEC filings on Initial Statements of Beneficial Ownership of Securities on Form 3 or Statements of Changes in Beneficial Ownership on Form 4 filed with the SEC on October 2, 2024 for Mr. Kelly (available here ); October 2, 2024 for Mr. Jordan (available here ); May 16, 2024 for Dr. Cunningham (available here ); May 16, 2024 for Ms. Atherton (available here ); May 16, 2024 for Mr. Biegler (available here ); May 16, 2024 for Ms. Biggins (available here ); May 16, 2024 for Mr. Blunt (available here ); May 16, 2024 for Mr. Brooks (available here ); May 16, 2024 for Mr. Conrado (available here ); October 3, 2024 for Mr. Fornaro (available here ); October 2, 2024 for Mr. Gangwal (available here ); May 16, 2024 for Dr. Gilligan (available here ); May 16, 2024 for Mr. Hess (available here ); May 16, 2024 for Ms. Mendoza (available here ); May 16, 2024 for Mr. Reynolds (available here ); and May 16, 2024 for Ms. Soltau (available here ). Such filings are available on the Companys website at https://www.southwestairlinesinvestorrelations.com/financials/sec-filings or through the SECs website via the links referenced above. Updated information regarding the identity of potential participants, and their direct or indirect interests, by security holdings or otherwise, will be set forth in the section titled Security Ownership of Management of the Companys proxy statement on Schedule 14A and other materials to be filed with the SEC in connection with the Special Meeting. 2

View Full Filing

View this DEFA14A filing on SEC EDGAR