Southwest Airlines files proxy statement

TL;DR

SW: Proxy filing out, no fee. Standard stuff.

AI Summary

Southwest Airlines Co. filed a Definitive Proxy Statement (DEFA14A) on August 14, 2024, indicating it is soliciting materials under Rule 14a-12. The filing does not require a fee, as it was either paid previously or is not applicable. The company, headquartered in Dallas, TX, is a scheduled air transportation provider.

Why It Matters

This filing is a standard regulatory document that provides shareholders with information related to upcoming meetings or proposals, impacting corporate governance and shareholder rights.

Risk Assessment

Risk Level: low — This is a routine regulatory filing (DEFA14A) and does not contain new financial information or significant corporate actions that would inherently increase risk.

Key Players & Entities

• SOUTHWEST AIRLINES CO (company) — Registrant
• 2702 LOVE FIELD DR (location) — Business Address
• DALLAS (location) — City
• TX (location) — State
• 75235 (location) — ZIP Code
• 2147924000 (phone_number) — Business Phone
• PO BOX 36611 (location) — Mail Address
• 75235-1611 (location) — Mail ZIP Code
• AIR SOUTHWEST CO (company) — Former Company Name
• 19760108 (date) — Date of Name Change

FAQ

From the Filing

0001193125-24-200736.txt : 20240814 0001193125-24-200736.hdr.sgml : 20240814 20240814172256 ACCESSION NUMBER: 0001193125-24-200736 CONFORMED SUBMISSION TYPE: DEFA14A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20240814 DATE AS OF CHANGE: 20240814 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SOUTHWEST AIRLINES CO CENTRAL INDEX KEY: 0000092380 STANDARD INDUSTRIAL CLASSIFICATION: AIR TRANSPORTATION, SCHEDULED [4512] ORGANIZATION NAME: 01 Energy & Transportation IRS NUMBER: 741563240 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: DEFA14A SEC ACT: 1934 Act SEC FILE NUMBER: 001-07259 FILM NUMBER: 241209628 BUSINESS ADDRESS: STREET 1: 2702 LOVE FIELD DR STREET 2: P O BOX 36611 CITY: DALLAS STATE: TX ZIP: 75235 BUSINESS PHONE: 2147924000 MAIL ADDRESS: STREET 1: PO BOX 36611 CITY: DALLAS STATE: TX ZIP: 75235-1611 FORMER COMPANY: FORMER CONFORMED NAME: AIR SOUTHWEST CO DATE OF NAME CHANGE: 19760108 DEFA14A 1 d877303ddefa14a.htm DEFA14A 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 August 14, 2024, Southwest Airlines Co. issued the below press release: SOUTHWEST AIRLINES COMMENTS ON ELLIOTT MANAGEMENT’S INTENT TO REPLACE A MAJORITY OF ITS BOARD DALLAS —Aug. 14, 2024— Southwest Airlines Co . (NYSE: LUV ) (the “Company”) has the following response to an announcement made by one of its Shareholders, Elliott Investment Management L.P. (“Elliott”), stating its intention to replace a majority of the Southwest Airlines Board of Directors by nominating 10 candidates. Since Elliott launched its campaign against Southwest Airlines, the Board has consistently sought to engage constructively and in the best interests of all Shareholders. Elliott has dismissed those efforts at every turn. After Elliott recently agreed to a meeting with Southwest Airlines in early September to discuss a collaborative resolution, including continuing significant Board refreshment and other governance enhancements, Elliott unilaterally decided instead to publicly announce its intention to replace a majority of Southwest Airlines’ Board. The Southwest Airlines Board and Executive Leadership Team remain open to conversations with Elliott to discuss ideas to drive Shareholder value, and the Board will evaluate Elliott’s proposed nominees as part of its ongoing Board refreshment process. No immediate action is required of Shareholders. Southwest Airlines is laser-focused on restoring its industry-leading financial performance and on building a sustainable and profitable future for the airline and all of its Shareholders. The airline recently announced several initiatives to elevate the Customer Experience, improve financial performance, and drive Shareholder value. Southwest Airlines will provide additional details on a comprehensive plan to transform its business, improve operational efficiency, and deliver capital allocation discipline during its Investor Day in late September. Southwest Airlines is committed to maintaining a strong, independent Board with the right mix of skills and experience.