United Airlines Files 8-K: Director Changes & Compensation Updates

TL;DR

UAL board shakeup and comp changes filed. Watch for shareholder votes.

AI Summary

United Airlines Holdings, Inc. filed an 8-K on May 29, 2024, reporting on several key events. These include the departure of a director, the election of new directors, and changes in officer compensation arrangements. The filing also covers the submission of matters to a vote of security holders and the filing of financial statements and exhibits.

Why It Matters

This filing provides crucial updates on the company's governance and executive compensation, which can impact investor confidence and strategic direction.

Risk Assessment

Risk Level: low — The filing reports routine corporate governance changes and does not indicate any immediate financial distress or significant operational shifts.

Key Players & Entities

• United Airlines Holdings, Inc. (company) — Filer
• 20240529 (date) — Filing Date
• 20240522 (date) — Earliest Event Date

FAQ

Key Financial Figures

• $0.01 — Airlines Holdings, Inc. Common Stock, $0.01 par value UAL The Nasdaq Stock Market

Filing Documents

• tm2415786d1_8k.htm (8-K) — 55KB
• tm2415786d1_ex10-1.htm (EX-10.1) — 10KB
• 0001104659-24-066121.txt ( ) — 283KB
• ual-20240522.xsd (EX-101.SCH) — 3KB
• ual-20240522_def.xml (EX-101.DEF) — 26KB
• ual-20240522_lab.xml (EX-101.LAB) — 36KB
• ual-20240522_pre.xml (EX-101.PRE) — 25KB
• tm2415786d1_8k_htm.xml (XML) — 5KB

07

Item 5.07 Submission of Matters to a Vote of Security Holders. (a) The Company held its Annual Meeting on May 22, 2024. (b) The matters submitted to a vote at the Annual Meeting and the voting results of such matters are as follows: Item 1 - Election of Directors . Holders of the Company's common stock elected each of the 11 directors nominated by the Company's Board of Directors to serve as directors of the Company, each for a term expiring at the annual meeting of stockholders in 2025 and until his or her successor has been elected and qualified or his or her earlier death, resignation or removal, based upon the votes set forth in the table below: Name of Nominee For Against Abstain Broker Non-Votes Rosalind Brewer 208,983,496 1,917,678 689,916 56,357,231 Michelle Freyre 209,100,978 1,813,935 676,177 56,357,231 Matthew Friend 207,787,120 3,260,536 543,434 56,357,231 Barney Harford 208,361,181 2,684,457 545,452 56,357,231 Michele J. Hooper 207,587,716 3,459,336 544,038 56,357,231 Walter Isaacson 206,024,471 5,006,263 560,356 56,357,231 J. Scott Kirby 207,976,321 3,114,030 500,739 56,357,231 Edward M. Philip 206,973,249 4,072,038 545,803 56,357,231 Edward L. Shapiro 207,650,872 3,385,524 554,694 56,357,231 Laysha Ward 207,736,846 3,314,777 539,467 56,357,231 James M. Whitehurst 200,844,011 10,218,869 528,210 56,357,231 The United Airlines Pilots Master Executive Council of the Air Line Pilots Association, International (the "ALPA"), the sole holder of the Company's Class Pilot MEC Junior Preferred Stock, which provides the ALPA with the right to elect one member to the Company's Board of Directors at each annual meeting of stockholders of the Company, elected Captain Anne Worster at the Annual Meeting to serve as a director of the Company for a term expiring at the annual meeting of stockholders in 2025 and until her successor has been elect

Financial Statements and Exhibits

Financial Statements and Exhibits Exhibit No. Description 10.1 Second Amendment to the United Airlines Holdings, Inc. Amended and Restated 2021 Incentive Compensation Plan. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. UNITED AIRLINES HOLDINGS, INC. By: /s/Robert S. Rivkin Name: Robert S. Rivkin Title: Senior Vice President, Chief Legal Officer and General Counsel Date: May 29, 2024

View Full Filing

View this 8-K filing on SEC EDGAR