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8-KThe WireRoutine

Shareholder Vote

Filed Jun 15, 2023 · 3y ago · Accession 0001683168-23-004180

Plain English

Material event — a significant development the company must disclose promptly.

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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): June 15, 2023   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 5.07 Submission of Matters to a Vote of Security Holders.   At the Annual Meeting of Shareholders of Delta Air Lines, Inc. (the “Company”) held on June 15, 2023, six proposals were voted upon by the Company’s shareholders. The proposals are described in detail in the Company’s definitive proxy statement for the Annual Meeting filed on April 28, 2023.   A brief description of the proposals and the final results of the votes for each matter follows:   1. The shareholders elected all thirteen director nominees, each to serve as a member of the Company’s Board of Directors until the Company’s next annual meeting of shareholders and the election and qualification of his or her successor, or until such director’s earlier death, disqualification, resignation or removal:       For Against Abstain Broker Non-Votes Edward H. Bastian 374,524,896 10,850,521 563,798 123,860,524 Greg Creed 372,535,475 12,628,215 775,525 123,860,524 David G. DeWalt 367,674,952 17,528,721 735,542 123,860,524 William H. Easter III 368,330,260 16,853,688 755,267 123,860,524 Leslie D. Hale 382,186,020 3,001,946 751,249 123,860,524 Christopher A. Hazleton 374,773,245 10,406,109 759,861 123,860,524 Michael P. Huerta 370,129,301 15,091,317 718,597 123,860,524 Jeanne P. Jackson 378,963,301 6,234,372 741,542 123,860,524 George N. Mattson 315,760,366 69,452,943 725,906 123,860,524 Vasant M. Prabhu 376,536,537 8,659,912 742,776 123,860,524 Sergio A. L. Rial 365,541,788 19,662,833 734,594 123,860,524 David S. Taylor 367,224,720 17,978,921 735,574 123,860,524 Kathy N. Waller 361,340,957 23,888,609 709,649 123,860,524   2. The shareholders approved the advisory vote on executive compensation:   For Against Abstain   Broker Non-Votes 364,403,176 20,518,287 1,017,752 123,860,524   3. The shareholders recommended that the frequency of future advisory votes on executive compensation be every year:   1 Year   2 Years   3 Years Abstain   Broker Non-Votes 376,138,831 683,005 8,454,177 663,202 123,860,524   In accordance with the voting results on this advisory proposal and its previous recommendation, the Board of Directors has determined that the Company will continue to hold an advisory vote on executive compensation every year.   4. The shareholders ratified the appointment of Ernst & Young LLP as the Company’s independent auditors for 2023:   For   Against Abstain   Broker Non-Votes 499,911,901 8,665,541 1,222,297 Not Applicable   5. The shareholders approved the adoption of a shareholder proposal requesting shareholder ratification of termination pay:   For   Against Abstain   Broker Non-Votes 230,002,829 154,951,085 985,301 123,860,524   6. The shareholders did not approve the adoption of a shareholder proposal requesting a freedom of association and collective bargaining policy:   For   Against Abstain   Broker Non-Votes 125,002,912 258,299,951 2,636,352 123,860,524         2       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                        Date:  June 15, 2023 Peter W. Carter Executive Vice President – External Affairs               3
Filing details
Ticker
DAL
CIK
27904
Form type
8-K
Filing date
Jun 15, 2023
Report date
Jun 15, 2023
Document
delta_8k.htm
Size
215 KB