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For the transition period from              to             

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

United Airlines Holdings, Inc.

Yes

☒

No

☐

United Airlines, Inc.

Yes

☒

No

☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this Chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

United Airlines Holdings, Inc.

Yes

☒

No

☐

United Airlines, Inc.

Yes

☒

No

☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act.

United Airlines Holdings, Inc.

Large accelerated filer

☒

Accelerated filer

☐

Non-accelerated filer

☐

Smaller reporting company

☐

Emerging growth company

☐

United Airlines, Inc.

Large accelerated filer

☐

Accelerated filer

☐

Non-accelerated filer

☒

Smaller reporting company

☐

Emerging growth company

☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

United Airlines Holdings, Inc.						☐
United Airlines, Inc.						☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

United Airlines Holdings, Inc.

Yes

☐

No

☒

United Airlines, Inc.

Yes

☐

No

☒

The number of shares outstanding of each of the issuer's classes of common stock as of April 10, 2025 is shown below:

United Airlines Holdings, Inc.						326,600,570			shares of common stock ($0.01 par value)
United Airlines, Inc.						1,000			shares of common stock ($0.01 par value) (100% owned by United Airlines Holdings, Inc.)

This combined Quarterly Report on Form 10-Q is separately filed by United Airlines Holdings, Inc. and United Airlines, Inc. United Airlines, Inc. meets the conditions set forth in General Instruction H(1)(a) and (b) of Form 10-Q and is therefore filing this form with the reduced disclosure format allowed under that General Instruction.

 

STATEMENTS OF CONSOLIDATED OPERATIONS (UNAUDITED)

									Three Months Ended March 31,
															2025						2024
Net income (loss)															$	387					$	(124)
Other comprehensive income (loss), net of tax:
Employee benefit plans															(26)						(17)
Investments and other															3						(2)
Total other comprehensive loss, net of tax															(23)						(19)
Total comprehensive income (loss), net															$	364					$	(143)

 

			March 31, 2025						December 31, 2024
ASSETS
Cash and cash equivalents			$	9,370					$	8,769
Short-term investments			5,960						5,706
Receivables, net			2,288						2,163
Aircraft fuel, spare parts and supplies, net			1,601						1,572
Prepaid expenses and other			928						673
Total current assets			20,148						18,883
Operating property and equipment, net			43,430						42,908
Operating lease right-of-use assets			4,092						3,815
Goodwill			4,527						4,527
Intangible assets, net			2,676						2,683
Investments in affiliates and other, net			1,239						1,267
Total noncurrent assets			55,963						55,200
Total assets			$	76,111					$	74,083
LIABILITIES AND STOCKHOLDERS' EQUITY
Accounts payable			$	4,694					$	4,193
Accrued salaries and benefits			2,394						3,289
Advance ticket sales			10,477						7,561
Frequent flyer deferred revenue			3,473						3,403
Current maturities of long-term debt, finance leases, and other financial liabilities			3,265						3,453
Current maturities of operating leases			506						467
Other			990						948
Total current liabilities			25,798						23,314
Long-term debt, finance leases, and other financial liabilities			24,398						25,203
Long-term obligations under operating leases			4,756						4,510
Frequent flyer deferred revenue			4,118						4,038
Pension and postretirement benefit liability			1,252						1,233
Deferred income taxes			1,624						1,580
Other			1,549						1,530
Total noncurrent liabilities			37,697						38,094
Commitments and contingencies
Stockholders' equity:
Preferred stock			—						—
Common stock at par, $0.01 par value; authorized 1,000,000,000 shares; outstanding 327,494,648 and 327,899,771 shares at March 31, 2025 and December 31, 2024, respectively			4						4
Additional capital invested			8,813						8,980
Stock held in treasury, at cost			(3,502)						(3,377)
Retained earnings			7,137						6,880
Accumulated other comprehensive income			164						188
Total stockholders' equity			12,616						12,675
Total liabilities and stockholders' equity			$	76,111					$	74,083

 

United Airlines Holdings, Inc. (together with its consolidated subsidiaries, "UAL" or the "Company") is a holding company incorporated in Delaware and its wholly-owned subsidiary is United Airlines, Inc. (together with its consolidated subsidiaries, "United"). This Quarterly Report on Form 10-Q is a combined report of UAL and United, including their respective consolidated financial statements. As UAL consolidates United for financial statement purposes, disclosures that relate to activities of United also apply to UAL, unless otherwise noted. United comprises substantially all of UAL's operating revenues, operating expenses, assets, liabilities and operating cash flows. When appropriate, UAL and United are named specifically for their individual contractual obligations and related disclosures, and any significant differences between the operations and results of UAL and United are separately disclosed and explained.

The UAL and United unaudited condensed consolidated financial statements shown here have been prepared as required by the U.S. Securities and Exchange Commission (the "SEC"). Some information and footnote disclosures normally included in financial statements that comply with accounting principles generally accepted in the United States ("GAAP") have been condensed or omitted as permitted by the SEC. The financial statements include all adjustments, including normal recurring adjustments and other adjustments, which are considered necessary for a fair presentation of the Company's financial position and results of operations for the interim periods presented. The UAL and United financial statements should be read together with the information included in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2024 (the "2024 Form 10-K").

The Company consolidates variable interest entities where it has been determined that the Company is the primary beneficiary of those entities' operations. All significant intercompany accounts and transactions have been eliminated in consolidation. Certain prior period amounts have been reclassified to conform to the current period presentation.

The Company's quarterly financial data is subject to seasonal fluctuations, and its second and third quarter financial results have historically reflected higher travel demand than its first and fourth quarter financial results. Due to these fluctuations, quarterly financial results are not necessarily indicative of financial results for the entire year.

Change in Presentation. In the first quarter of 2025, the Company changed its rounding presentation to the nearest whole number in millions of reported amounts, except per share data or as otherwise designated. As such, certain columns and rows within the financial statements and tables presented may not sum due to rounding. Per unit amounts have been calculated from the underlying whole-dollar amounts. This change is not material and does not impact the comparability of our condensed consolidated financial statements.

Segments. The Company manages it operations as one segment. The Company's chief executive officer is its chief operating decision maker ("CODM"). The CODM assesses performance of the Company and makes resource allocation decisions based on Net income as reported in the Company's statement of consolidated operations. The measure of segment assets is reported on the consolidated balance sheet as Total assets.

Revenue by Geography. The table below presents the Company's operating revenue by principal geographic region (in millions):

Advance ticket sales. In the three months ended March 31, 2025 and 2024, the Company recognized approximately $4.3 billion and $4.0 billion, respectively, of passenger revenue for tickets that were included in Advance ticket sales at the beginning of those periods.

Ancillary services. The Company recorded approximately $1.0 billion and $984 million of ancillary fees within passenger revenue in the three months ended March 31, 2025 and 2024, respectively.

Frequent flyer deferred revenue. The table below presents a roll forward of Frequent flyer deferred revenue (in millions):

			2025						2024
Balance at January 1			$	7,441					$	7,143
Miles earned			919						840
Travel miles redeemed			(730)						(665)
Non-travel miles redeemed			(38)						(39)
Balance at March 31			$	7,591					$	7,279

In the three months ended March 31, 2025 and 2024, the Company recognized, in Other operating revenue, $774 million and $714 million, respectively, related to the marketing, advertising, non-travel miles redeemed (net of related costs) and other travel-related benefits of the mileage revenue associated with our various partner agreements including, but not limited to, our JPMorgan Chase Bank, N.A. MileagePlus co-brand agreement. The portion related to the MileagePlus miles awarded of the total amounts received from our various partner agreements is deferred and presented in the table above as an increase to Frequent flyer deferred revenue.

The following table shows the computation of UAL's basic and diluted earnings per share, the latter of which uses the treasury stock method to calculate the dilutive effect of UAL's potential common stock (in millions, except per share amounts):

			Three Months Ended March 31,
			2025						2024
Earnings (loss) available to common stockholders			$	387					$	(124)
Basic weighted-average shares outstanding			327.7						328.3
Dilutive effect of stock Warrants (a)			1.2						—
Dilutive effect of employee stock awards			4.1						—
Diluted weighted-average shares outstanding			333.0						328.3
Earnings (loss) per share, basic			$	1.18					$	(0.38)
Earnings (loss) per share, diluted			$	1.16					$	(0.38)
Potentially dilutive securities (b)
Stock Warrants (a)			—						3.5
Employee stock awards			0.3						0.5
(a) See discussion below for more information about these Warrants.
(b) Weighted-average potentially dilutive securities outstanding are excluded from the computation of diluted earnings per share because the securities would have an antidilutive effect.

In 2020 and 2021, the Company issued to the United States Department of the Treasury (the "U.S. Treasury") warrants (the "Warrants") to purchase 9,928,349 shares of UAL common stock in connection with the Payroll Support Program established under Division A, Title IV, Subtitle B of the Coronavirus Aid, Relief, and Economic Security ("CARES") Act, the Payroll Support Program Extension established under Division N, Title IV, Subtitle A of the Consolidated Appropriations Act, 2021, the Payroll Support Program 3 established under Title VII, Subtitle C of the American Rescue Plan Act of 2021, and the Airline Loan Program established under Division A, Title IV, Subtitle A of the CARES Act. In August 2024, the holder of the Warrants exercised 6,414,635 of the Warrants in a net share settlement for 2,043,906 shares of UAL common stock. In March 2025, the remaining 3,513,714 Warrants were exercised in a net share settlement for 1,801,430 shares of UAL common stock.

In the three months ended March 31, 2025, the Company repurchased, through open market purchases, approximately 4.0 million shares of UAL common stock for a total of approximately $0.4 billion as part of its share repurchase program. As of April 10, 2025, the dollar value of shares that may yet be purchased under the program is approximately $1.0 billion.

The table below presents the components of the Company's accumulated other comprehensive income (loss), net of tax ("AOCI") (in millions):

						Pension and Other Postretirement Liabilities						Investments and Other						Deferred Taxes (a)						Total
Balance at December 31, 2024						$	607					$	—					$	(419)					$	188
Changes in value						(2)						4						—						2
Amounts reclassified to earnings						(31)			(b)			(1)						7						(25)
Balance at March 31, 2025						$	574					$	3					$	(412)					$	164
Balance at December 31, 2023						$	289					$	(4)					$	(347)					$	(62)
Changes in value						3						(2)						—						1
Amounts reclassified to earnings						(25)			(b)			—						5						(20)
Balance at March 31, 2024						$	267					$	(6)					$	(342)					$	(81)
(a) Includes approximately $285 million of deferred income tax expense that will not be recognized in net income until the related pension and postretirement benefit obligations are fully extinguished. We consider all income sources, including other comprehensive income, in determining the amount of tax benefit allocated to results from operations.
(b) This AOCI component is included in the computation of net periodic pension and other postretirement costs, specifically the following components: amortization of unrecognized (gain) loss, amortization of prior service credit and other. See Note 6 of this report for additional information on pensions and other postretirement liabilities.

The Company's effective tax rates for the three months ended March 31, 2025 and 2024 were 19.0% and 24.4%, respectively. The provision for income taxes is based on the estimated annual effective tax rate, which represents a blend of federal, state and foreign taxes and includes the impact of certain nondeductible items. The decrease in the effective tax rate, in the three months ended March 31, 2025 as compared to the same period in 2024, was primarily due to an increase in excess tax benefits related to stock-based compensation.

The Company's net periodic benefit cost includes the following components for the three months ended March 31 (in millions):

						Pension Benefits												Other Postretirement Benefits												Affected Line Item in the Statements of  Consolidated Operations
						2025						2024						2025						2024
Service cost						$	32					$	34					$	1					$	1					Salaries and related costs
Interest cost						61						57						8						10						Miscellaneous, net
Expected return on plan assets						(68)						(69)						—						—						Miscellaneous, net
Amortization of unrecognized (gain) loss						(2)						5						(8)						(7)						Miscellaneous, net
Amortization of prior service credit						—						—						(22)						(23)						Miscellaneous, net
Total						$	23					$	27					$	(21)					$	(19)

The table below presents the value of financial assets measured at fair value on a recurring basis in the Company's financial statements (in millions):

Investments presented in the table above have the same fair value as their carrying value.

Short-term investments — The short-term investments shown in the table above are classified as available-for-sale and have remaining maturities of less than two years.

Long-term investments: Equity securities — Represents equity and equity-linked securities (such as vested warrants) that make up United's investments in Azul Linhas Aéreas Brasileiras S.A., Archer Aviation Inc., Eve Holding, Inc. and Mesa Air Group, Inc. ("Mesa"). United concluded that Mesa is a variable interest entity as of March 31, 2025. United holds a variable interest in Mesa in the form of an approximately 10% equity interest and several loans to Mesa, but United is not the primary beneficiary because it does not have power to direct the activities that most significantly impact Mesa's economic performance.

Other fair value information. The table below presents the carrying values and estimated fair values of financial instruments not presented in the table above (in millions). Carrying amounts include any related discounts, premiums and issuance costs.

Fair value of the financial instruments included in the tables above was determined as follows:

Equity Method Investments. As of March 31, 2025, United holds investments, accounted for using the equity method, with a combined carrying value of approximately $249 million, including the following:

•Republic Airways Holdings Inc. ("Republic Airways"). United holds a 19% minority interest in Republic Airways, which is the parent company of Republic Airways Inc. ("Republic"). Republic currently operates 66 regional aircraft under capacity purchase agreements ("CPAs") with United that have terms through 2037.

•CommuteAir LLC. United owns a 40% minority ownership stake in CommuteAir LLC. CommuteAir currently operates 59 regional aircraft under a CPA with United that has a term through 2026.

•United Airlines Ventures Sustainable Flight Fund (the "Fund"). United holds, through its corporate venture capital arm, United Airlines Ventures, Ltd., a 33% ownership interest in the Fund. The Fund is an investment vehicle designed to invest in start-ups developing technologies focused on decarbonizing aviation and its associated energy supply chains, including through research and production, and technologies associated with sustainable aviation fuel (SAF).

Other Investments. As of March 31, 2025, United has equity investments in a number of companies including a multinational airline holding company, an independent air carrier and others with emerging technologies and sustainable solutions. None of these investments have readily determinable fair values. We account for these investments at cost less impairment, adjusted for observable price changes in orderly transactions for an identical or similar investment of the same issuer. As of March 31, 2025, the carrying value of these investments was $262 million.

Notes Receivable. As of March 31, 2025, the Company has $79 million of notes receivable, net of allowance for credit losses, the majority of which is from certain of its regional carriers. The current portions of the notes receivable are recorded in Receivables, net. The long-term portion of the notes receivable is recorded in Investments in affiliates and other, net on the Company's consolidated balance sheet.

On April 4, 2025, Mesa entered into an Agreement, Plan of Conversion and Plan of Merger (the "Merger Agreement") with Republic Airways. Subject to the terms and conditions of the Merger Agreement, Republic Airways will merge with and into Mesa, with Mesa continuing as the surviving corporation following the merger (the "Surviving Entity"). At the effective time of the merger, our equity holdings in both Mesa and Republic Airways will be converted into shares of the new Surviving Entity. Concurrent with the execution of the Merger Agreement, Republic Airways, Mesa and its affiliates, and United entered into a Three Party Agreement that provides for certain actions to be taken subject to the terms and conditions therein to facilitate transactions related to the merger, including United's commitment to facilitate, by making certain financial contributions to Mesa, Mesa's disposition of certain assets and its extinguishment of certain liabilities in exchange for United receiving shares of up to 6% of equity interests of the Surviving Entity.

As of March 31, 2025, we had $2.965 billion undrawn and available under our revolving credit facility.

The table below presents the Company's contractual principal payments (not including $169 million of unamortized debt discount, premiums and debt issuance costs) as of March 31, 2025 under then-outstanding long-term debt agreements (in millions):

Our debt agreements contain customary terms and conditions as well as various affirmative, negative and financial covenants that, among other things, limit the ability of the Company and its subsidiaries, under certain circumstances, to incur additional indebtedness and pay dividends or repurchase stock. As of March 31, 2025, the Company was in compliance with its debt covenants under these agreements.

Commitments. The table below summarizes United's firm commitments as of March 31, 2025, which include aircraft and related spare engines, aircraft improvements and non-aircraft capital commitments (in billions):

Aircraft commitments are based on contractual scheduled aircraft deliveries. The amount and timing of these commitments could change to the extent that: (i) the Company and the aircraft manufacturers, with whom the Company has existing orders for new aircraft, agree to modify (or further modify) the contracts governing those orders, (ii) rights are exercised pursuant to the relevant agreements to cancel deliveries or modify the timing of deliveries, or (iii) the aircraft manufacturers are unable to deliver in accordance with the terms of those orders.

Guarantees. As of March 31, 2025, United is the guarantor of approximately $2.9 billion in aggregate principal amount of tax-exempt special facility revenue bonds and interest thereon. These bonds, which are issued by various airport authorities or other conduit issuers, are payable solely from rentals paid under long-term agreements with the respective airport authorities or from payments under loan agreements with the respective issuing authorities. The leasing arrangements associated with these obligations are accounted for as operating leases in the Company's financial statements. All of these bonds are due between 2027 and 2041.

Increased Cost Provisions. In United's financing transactions that include loans in which United is the borrower, United typically agrees to reimburse lenders for any reduced returns with respect to the loans due to any change in capital requirements and, in the case of loans with respect to which the interest rate is based on the Secured Overnight Financing Rate ("SOFR"), for certain other increased costs that the lenders incur in carrying these loans as a result of any change in law, subject, in most cases, to obligations of the lenders to take certain limited steps to mitigate the requirement for, or the amount of, such increased costs. At March 31, 2025, the Company had $8.4 billion of floating rate debt with remaining terms of up to approximately 12 years that are subject to these increased cost provisions. In several financing transactions involving loans or leases from non-U.S. entities, with remaining terms of up to approximately 12 years and an aggregate balance of $5.2 billion, the Company bears the risk of any change in tax laws that would subject loan or lease payments thereunder to non-U.S. entities to withholding taxes, subject to customary exclusions.

Labor Relations. As of March 31, 2025, the Company had approximately 109,200 employees, of whom approximately 82% were represented by various U.S. labor organizations.

For the three months ended March 31, operating and nonoperating special charges (credits) and unrealized losses on investments in the statements of consolidated operations consisted of the following (in millions):

			Three Months Ended March 31,
			2025						2024
(Gains) losses on sale of assets and other special charges			$	(108)					$	13
Total operating special charges (credits)			(108)						13
Nonoperating unrealized losses on investments, net			21						37
Nonoperating debt extinguishment and modification fees			—						35
Total nonoperating special charges and unrealized losses on investments, net			21						72
Total operating and nonoperating special charges (credits) and unrealized losses on investments, net			(87)						85
Income tax expense (benefit), net of valuation allowance			2						(11)
Total operating and nonoperating special charges (credits) and unrealized losses on investments, net of income taxes			$	(85)					$	74

Operating and nonoperating special charges (credits) and unrealized losses on investments included the following:

During the three months ended March 31, 2025, the Company recorded $108 million of net gains primarily related to gains on various aircraft sale-leaseback transactions.

This Management's Discussion and Analysis of Financial Condition and Results of Operations is provided as a supplement to and should be read in conjunction with the unaudited condensed consolidated financial statements and related notes included elsewhere in this Quarterly Report on Form 10-Q to enhance the understanding of our results of operations, financial condition and cash flows.

United Airlines Holdings, Inc. (together with its consolidated subsidiaries, "UAL" or the "Company") is a holding company incorporated in Delaware and its wholly-owned subsidiary is United Airlines, Inc. (together with its consolidated subsidiaries, "United").

This Quarterly Report on Form 10-Q is a combined report of UAL and United, including their respective consolidated financial statements. As UAL consolidates United for financial statement purposes, disclosures that relate to activities of United also apply to UAL, unless otherwise noted. United comprises substantially all of UAL's operating revenues, operating expenses, assets, liabilities and operating cash flows. When appropriate, UAL and United are named specifically for their individual contractual obligations and related disclosures, and any significant differences between the operations and results of UAL and United are separately disclosed and explained. We sometimes use the words "we," "our," "us," and the "Company" in this report for disclosures that relate to all of UAL and United.

Our shared purpose is "Connecting People. Uniting the World." We have the most comprehensive route network among North American carriers, including U.S. mainland hubs in Chicago, Denver, Houston, Los Angeles, New York/Newark, San Francisco and Washington, D.C. The Company transports people and cargo through its mainline operations, which utilize jet aircraft with at least 126 seats, and regional operations, which utilize smaller aircraft that are operated under contract by United's regional carriers. The Company serves virtually every major market around the world, either directly or through participation in Star Alliance®, the world's largest airline alliance network.

Our current expectations described below are forward-looking statements and our actual results and timing may vary materially based on various factors that include, but are not limited to, those discussed below under "Economic and Market Factors," "Governmental Actions" and "Forward-Looking Information" and in Part I, Item 1A. Risk Factors, in our Annual Report on Form 10-K for the fiscal year ended December 31, 2024 (the "2024 Form 10-K"). The results presented in this report are not necessarily indicative of future operating results.

The airline industry is highly competitive, marked by significant competition with respect to routes, fares, airline capacity, schedules (both timing and frequency), services, products, customer service and frequent flyer programs. We, like other companies in our industry, have been subject to these and other industry-specific competitive dynamics. In addition, our operations, supply chain, partners and suppliers have been subject to various global macroeconomic factors. We expect to continue to remain vulnerable to a number of industry-specific and global macroeconomic factors that may cause our actual results of operations to differ from our historical results of operations or current expectations. The economic and market factors and trends that we currently believe are or will be most impactful to our results of operations and financial condition include the following: the execution and effect of our business strategies, including our United Next plan, especially relating to our focus on expanding market and product opportunities and the growth in the scale of our operations; the impact on the Company of significant operational challenges by third parties on which we rely; aircraft delivery delays; rising inflationary pressures; labor market and supply chain constraints and related costs affecting us and our partners; volatile fuel prices; increasing maintenance expenses; changes in interest rates; changes in government travel patterns; and changes in general economic conditions in the markets in which the Company operates, including an economic downturn or macroeconomic uncertainty leading to a decrease in demand for air travel or fluctuations in foreign currency exchange rates that may impact international travel demand. We continue to monitor the potential favorable or unfavorable impacts of these and other factors on our business, operations, financial condition, future results of operations, liquidity and financial flexibility, which are dependent on future developments, including as a result of those factors discussed in Part I, Item 1A. Risk Factors, of the 2024 Form 10-K. Our future results of operations may be subject to volatility and our growth plans may be delayed, particularly in the short term, due to the impact of the above factors and trends.

We operate in complex, highly regulated environments in the U.S., the European Union, the United Kingdom and other regions around the world. Compliance with laws, regulations, administrative practices and other restrictions or legal requirements in the countries in which we do business is onerous and expensive. In addition, changes to existing legal requirements or the implementation of new legal requirements and any failure to comply with such legal requirements could negatively impact our business, operations, financial condition, future results of operations, liquidity and financial flexibility by increasing the Company's costs, limiting the Company's ability to offer a product, service or feature to customers, impacting customer demand for the Company's products and services and requiring changes to the Company's supply chain and its business. Legal requirements that we currently believe are or will be most impactful to our results of operations and financial condition include the following: the closure of our flying airspace and termination of other operations due to regional conflicts, including the suspension of our overflying in Russian airspace as a result of the Russia-Ukraine military conflict and interruptions of our flying as a result of the military conflict in the Middle East, as well as any escalation of the broader economic consequences of these conflicts beyond their current scope; delays in aircraft certification (especially relating to the 737 MAX 10 aircraft); increased Federal Aviation Administration oversight of the aircraft production process; any legal requirement that would result in a reshaping of the benefits that we provide to our consumers through our loyalty program or the co-branded credit cards issued by our partner; the effect of trade tariffs and any potential changes to them that we are unable to mitigate; and certain rules and regulations proposed by the U.S. Department of Transportation that would impose additional costs and operational restrictions on airlines. Changes in existing applicable legal requirements or new applicable legal requirements as well as the related interpretations and enforcement practices regarding them, create uncertainty about how such laws and regulations will be understood and applied. As a result, the impact of changing and new legal requirements generally cannot be reasonably predicted and those requirements may ultimately require extensive system and operational changes, be difficult to implement, increase our operating costs and require significant capital expenditures.

The following discussion provides an analysis of our results of operations and reasons for material changes therein for the three months ended March 31, 2025, as compared to the corresponding period in 2024.

The Company recorded net income of $387 million for the first quarter of 2025 as compared to a net loss of $124 million for the first quarter of 2024. Significant components of the Company's operating results for the three months ended March 31 are as follows (in millions, except percentage changes):

						2025						2024						Increase (Decrease)						% Change (a)
Operating revenue						$	13,213					$	12,539					$	674					5.4
Operating expense						12,605						12,440						165						1.3
Operating income						607						99						508						NM
Nonoperating expense, net						(129)						(263)						(134)						(51.0)
Income (loss) before income taxes						478						(164)						642						NM
Income tax expense (benefit)						91						(40)						131						NM
Net income (loss)						$	387					$	(124)					$	511					NM
(a) NM - Greater than 100% change or otherwise not meaningful.

Certain consolidated statistical information for the Company's operations for the three months ended March 31 is as follows:

			2025						2024						Increase (Decrease)						% Change
Passengers (thousands) (a)			40,806						39,325						1,481						3.8
Revenue passenger miles ("RPMs" or "traffic") (millions) (b)			59,517						57,427						2,090						3.6
Available seat miles ("ASMs" or "capacity") (millions) (c)			75,155						71,668						3,487						4.9
Passenger load factor (d)			79.2		%				80.1		%				(0.9) pts.						N/A
Passenger revenue per available seat mile ("PRASM") (cents)			15.78						15.79						(0.01)						(0.1)
Total revenue per ASM ("TRASM") (cents)			17.58						17.50						0.08						0.5
Average yield per revenue passenger mile ("Yield") (cents) (e)			19.93						19.70						0.23						1.2
Cargo revenue ton miles ("CTM") (millions) (f)			889						852						37						4.3
Cost per ASM ("CASM") (cents)			16.77						17.36						(0.59)						(3.4)
Average price per gallon of fuel, including fuel taxes			$	2.53					$	2.88					$	(0.35)					(12.2)
Fuel gallons consumed (millions)			1,067						1,025						42						4.1
Employee headcount, as of March 31			109,200						104,500						4,700						4.5
(a) The number of revenue passengers measured by each flight segment flown.
(b) The number of scheduled miles flown by revenue passengers.
(c) The number of seats available for passengers multiplied by the number of scheduled miles those seats are flown.
(d) Revenue passenger miles divided by available seat miles.
(e) The average passenger revenue received for each revenue passenger mile flown.
(f) The number of cargo revenue tons transported multiplied by the number of miles flown.