Elliott Management Amends Southwest Airlines Filing

TL;DR

Elliott Management updated their Southwest Airlines stake filing - still watching closely.

AI Summary

Elliott Investment Management L.P. has filed an amendment (Amendment No. 6) to its Schedule 13D concerning Southwest Airlines Co. The filing, dated October 30, 2024, indicates a change in the reporting of beneficial ownership. Elliott Investment Management L.P. is a significant shareholder in Southwest Airlines.

Why It Matters

This filing signifies ongoing activity and potential strategic interest from a major activist investor in Southwest Airlines, which could influence the company's future direction.

Risk Assessment

Risk Level: medium — Activist investor filings can signal potential disruptions or strategic shifts, warranting close monitoring.

Key Players & Entities

• Elliott Investment Management L.P. (company) — Filing entity and significant shareholder
• Southwest Airlines Co. (company) — Subject company
• Eleazer Klein, Esq. (person) — Legal counsel for filer
• Adriana Schwartz, Esq. (person) — Legal counsel for filer
• Schulte Roth & Zabel LLP (company) — Legal firm for filer

FAQ

Key Financial Figures

• $1.00 — me of Issuer) Common Stock, par value $1.00 per share (Title of Class of Securitie
• $1,562,486,000 — d by the Elliott Funds is approximately $1,562,486,000. The Reporting Person may effect purc

Filing Documents

• p24-3113sc13da.htm (SC 13D/A) — 38KB
• 0000902664-24-006082.txt ( ) — 39KB

of the Schedule 13D is hereby amended and restated in its entirety to read as follows

Item 3 of the Schedule 13D is hereby amended and restated in its entirety to read as follows: The aggregate cost of the shares of Common Stock directly held by the Elliott Funds is approximately $1,562,486,000. The Reporting Person may effect purchases of the shares of Common Stock through margin accounts maintained for the Elliott Funds with prime brokers, which extend margin credit as and when required to open or carry positions in their margin accounts, subject to applicable federal margin regulations, stock exchange rules and such firms' credit policies. Positions in the shares of Common Stock may be held in margin accounts and may be pledged as collateral security for the repayment of debit balances in such accounts. Since other securities may be held in such margin accounts, it may not be possible to determine the amounts, if any, of margin used to purchase the shares of Common Stock. Item 4. PURPOSE OF TRANSACTION

of the Schedule 13D is hereby amended and supplemented to add the following

Item 4 of the Schedule 13D is hereby amended and supplemented to add the following: The Reporting Person increased and restructured the Elliott Funds' exposure to the Issuer as a result of its belief that the Issuer's revitalized board, governance improvements and strategic changes thus far can position the Issuer to create long-term shareholder value. Item 5. INTEREST IN SECURITIES OF THE ISSUER Items 5(a)-(c) of the Schedule 13D are hereby amended and restated to read as follows: (a) See rows (11) and (13) of the cover page to this Schedule 13D for the aggregate number of shares of Common Stock and percentage of shares of Common Stock beneficially owned by the Reporting Person. The aggregate percentage of shares of Common Stock reported beneficially owned by the Reporting Person is based upon 599,737,219 shares of Common Stock outstanding as of October 24, 2024, as disclosed in the Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2024, filed by the Issuer with the Securities and Exchange Commission on October 28, 2024. (b) See rows (7) through (10) of the cover page to this Schedule 13D for the shares of Common Stock as to which the Reporting Person has the sole or shared power to vote or direct the vote and sole or shared power to dispose or to direct the disposition. (c) The transactions in the shares of Common Stock effected by the Reporting Person since the filing of Amendment No. 5, which were all in the open market, are set forth on Schedule 1 attached hereto. CUSIP No. 844741108 Schedule 13D/A Page 4 of 6 Pages Item 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER The second and third paragraphs of Item 6 of the Schedule 13D are hereby amended and restated to read as follows: The Elliott Funds have entered into notional principal amount derivative agreements (the " Cash Derivative Agreements ") in the form of cash settled swaps with respect to an aggregate of

SIGNATURES

SIGNATURES After reasonable inquiry and to the best of its knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct. DATE: October 30, 2024 Elliott Investment Management L.P. /s/ Elliot Greenberg Name:Elliot Greenberg Title:Vice President CUSIP No. 844741108 Schedule 13D/A Page 6 of 6 Pages SCHEDULE 1 Transactions in the Shares of Common Stock of the Issuer The following table sets forth all transactions in the shares of Common Stock reported herein effected by the Reporting Person since the filing of Amendment No. 5. Except as noted below, all such transactions were effected by the Reporting Person in the open market through brokers and the price per share excludes commissions. Where a price range is provided in the column titled "Price Range ($)", the price reported in the column titled "Price Per Share ($)" is a weighted average price. These shares of Common Stock were sold or purchased in multiple transactions at prices between the price ranges indicated in the column titled "Price Range ($)". The Reporting Person will undertake to provide to the staff of the SEC, upon request, full information regarding the shares of Common Stock sold or purchased at each separate price. Trade Date Shares Purchased (Sold) Price Per Share ($) Price Range ($) 10/28/2024 (1,450,000) 29.90 29.46 – 30.30

View Full Filing

View this SC 13D/A filing on SEC EDGAR