エドガーで原本を確認する
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): April 25, 2024
DELTA AIR LINES, INC.
(Exact name of registrant as specified in its charter)
| Delaware | 001-05424 | 58-0218548 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
P.O. Box 20706, Atlanta, Georgia 30320-6001
(Address of principal executive offices)
Registrant’s telephone number, including area code: (404) 715-2600
Registrant’s Web site address: www.delta.com
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol | Name of each exchange on which registered |
| Common Stock, par value $0.0001 per share | DAL | New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2).
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. ☐
| Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On April 25, 2024, the Board of Directors of Delta Air Lines, Inc. (“Delta”) elected Maria Black and Willie CW Chiang to Delta’s Board of Directors, effective April 26, 2024. The Board expects to appoint Ms. Black and Mr. Chiang to one or more of its committees, with such committee assignment(s) to be determined at a later date.
Ms. Black and Mr. Chiang will be compensated for their service as directors on the same basis as other non-employee directors of Delta. Delta’s non-employee director compensation, including certain benefits, is described under the heading “Director Compensation” in Delta’s proxy statement for its 2024 Annual Meeting of Shareholders filed with the Securities and Exchange Commission.
A copy of Delta’s press release announcing Ms. Black’s and Mr. Chiang’s election to the Board of Directors is attached to this report as Exhibit 99.1.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits.
| Exhibit 99.1 | ||
| Exhibit 104 | The cover page from this Current Report on Form 8-K, formatted in Inline XBRL |
|
|
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.
| DELTA AIR LINES, INC. | ||
| By: | /s/ Peter W. Carter | |
Peter W. Carter |
||
| Date: April 26, 2024 | Executive Vice President – External Affairs | |
|
|
Exhibit 99.1
| CONTACT: | Corporate Communications |
| 404-715-2554, media@delta.com |
Delta Board of Directors Welcomes Maria Black and Willie Chiang as Newest Members
ATLANTA, April 26, 2024 – Delta Air Lines’ (NYSE:DAL) board of directors today announced Maria Black and Willie CW Chiang as its newest members.
Ms. Black is the President and Chief Executive Officer of Automatic Data Processing, Inc. (NASDAQ:ADP), a leading global technology company providing human capital management (HCM) solutions. Mr. Chiang is the Chairman and Chief Executive Officer of Plains All American Pipeline, L.P. (NASDAQ:PAA), and its general partner holding company Plains GP Holdings, L.P. (NASDAQ:PAGP). PAA is a publicly traded master limited partnership that owns and operates midstream energy infrastructure and provides logistics services for crude oil, natural gas liquids and natural gas.
“We are very excited to welcome both Maria and Willie to the Delta board of directors,” said David Taylor, Delta’s non-executive Chair of the Board. “Maria brings substantial global leadership in the technology and human capital management industry. Willie has extensive experience in the energy industry. Both of them will contribute valuable expertise to our work, enhancing the depth and range of Delta’s already strong, independent and diverse board of directors.”
Prior to becoming President and Chief Executive Officer of ADP in January 2023, Ms. Black served as President of the company from January 2022 to January 2023. She has held various positions of increasing responsibility across the entirety of ADP’s global portfolio since joining the company in 1996, including as President, Worldwide Sales and Marketing from 2020 to 2022, President, Small Business Solutions and Human Resources Outsourcing from 2017 to 2020 and President, ADP TotalSource from 2014 to 2016. She currently serves on the Board of Directors of ADP. Ms. Black holds a bachelor of arts degree in political science and international affairs from the University of Colorado, Boulder.
In addition to serving as Chief Executive Officer of PAA and PAGP since October 2018, Mr. Chiang has served as Chairman since January 2020 and as a director of PAA and PAGP since February 2017. He previously served as Executive Vice President and Chief Operating Officer of PAA and PAGP from January 2018 until October 2018 and as Executive Vice President and Chief Operating Officer for the company’s U.S. operating and commercial activities from August 2015 through December 2017. He joined PAA and PAGP in 2015 from Occidental Petroleum Corporation, where he served as Executive Vice President, Operations from 2012 until 2015. From 1996 until 2012, he served in various positions at ConocoPhillips and predecessors. Mr. Chiang started his career in refining with Chevron in 1981. He holds a bachelor’s degree in mechanical engineering from the South Dakota School of Mines and Technology and completed the Advanced Management Program at the University of Pennsylvania's Wharton School of Business.
###