Delta Air Lines (DAL) SVP sells 5,967 shares after tax withholdings

Rhea-AI Filing Summary

Delta Air Lines senior vice president, finance and controller William C. Carroll reported several equity transactions in Delta common stock. On February 2, 2026, he sold 5,967 shares in a broker-handled trade at a weighted average price of $68.096 per share, leaving 7,182 shares directly owned.

On January 30, 2026, three separate transactions labeled code “F” show a total of 2,667 shares withheld at $65.89 per share to cover tax obligations from restricted stock vesting under Delta’s 2023, 2024 and 2025 long‑term incentive programs, as approved by the board’s Personnel & Compensation Committee.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Carroll William C

(Last) (First) (Middle)

C/O DELTA AIR LINES, INC., DEPT. 981

1030 DELTA BLVD.

(Street)

ATLANTA GA 30354

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
DELTA AIR LINES, INC. [ DAL ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP, Fin & Controller

3. Date of Earliest Transaction (Month/Day/Year)
01/30/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	01/30/2026(1)		F		1,115(1)	D	$65.89	14,701	D
Common Stock	01/30/2026(2)		F		980(2)	D	$65.89	13,721	D
Common Stock	01/30/2026(3)		F		572(3)	D	$65.89	13,149	D
Common Stock	02/02/2026		S		5,967	D	$68.096(4)	7,182	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Shares withheld for payment of tax liability upon vesting of a portion of the restricted stock award granted on February 8, 2023 under Delta's 2023 long-term incentive program. This withholding was approved by the Personnel & Compensation Committee of Delta's Board of Directors (the "Committee") and is exempt from Section 16(b) of the Securities Exchange Act of 1934 under Rules 16b-3(d)(1) and 16b-3(e). In light of the restricted common stock vesting date (Sunday, February 1, 2026) occurring on a weekend, the number of shares withheld for payment of tax liability was based upon Delta's closing stock price on Friday, January 30, 2026, the immediately preceding business day.

2. Shares withheld for payment of tax liability upon vesting of a portion of the restricted stock award granted on February 7, 2024 under Delta's 2024 long-term incentive program. This withholding was approved by the Committee and is exempt from Section 16(b) of the Securities Exchange Act of 1934 under Rules 16b-3(d)(1) and 16b-3(e). In light of the restricted common stock vesting date (Sunday, February 1, 2026) occurring on a weekend, the number of shares withheld for payment of tax liability was based upon Delta's closing stock price on Friday, January 30, 2026, the immediately preceding business day.

3. Shares withheld for payment of tax liability upon vesting of a portion of the restricted stock award granted on February 5, 2025 under Delta's 2025 long-term incentive program. This withholding was approved by the Committee and is exempt from Section 16(b) of the Securities Exchange Act of 1934 under Rules 16b-3(d)(1) and 16b-3(e). In light of the restricted common stock vesting date (Sunday, February 1, 2026) occurring on a weekend, the number of shares withheld for payment of tax liability was based upon Delta's closing stock price on Friday, January 30, 2026, the immediately preceding business day.

4. The price reported in column 4 is a weighted average price. The reported shares were sold in multiple transactions through a broker-dealer at prices ranging from $68.095 to $68.140 per share, inclusive. The Reporting Person undertakes to provide, upon request, details regarding the number of shares sold at each separate price to the staff of the Securities and Exchange Commission, Delta Air Lines, Inc., or a security holder of Delta Air Lines, Inc.

	/s/ Alan T. Rosselot as attorney-in-fact for William C. Carroll	02/03/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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FAQ

What insider transaction did Delta Air Lines (DAL) report for William C. Carroll?

Delta reported that SVP, Finance and Controller William C. Carroll sold 5,967 shares of common stock on February 2, 2026 at a weighted average price of $68.096 per share, in broker-handled trades, and now directly holds 7,182 Delta shares.

How many Delta (DAL) shares did William C. Carroll sell and at what price?

William C. Carroll sold 5,967 Delta common shares on February 2, 2026 at a weighted average price of $68.096 per share. The filing notes individual sales occurred between $68.095 and $68.140 per share through a broker-dealer.

What were the tax-withholding share transactions for Delta (DAL) executive William C. Carroll?

On January 30, 2026, 1,115, 980 and 572 Delta shares were withheld from William C. Carroll at $65.89 per share to pay taxes on restricted stock vesting from 2023, 2024 and 2025 long-term incentive awards, as approved by Delta’s Personnel & Compensation Committee.

How many Delta (DAL) shares does William C. Carroll own after these Form 4 transactions?

After the reported transactions, William C. Carroll directly owns 7,182 Delta common shares. This figure reflects tax-withholding transactions on January 30, 2026 and the open-market sale of 5,967 shares on February 2, 2026 at a weighted average price of $68.096.

Were William C. Carroll’s Delta (DAL) tax-withholding transactions exempt under Section 16 rules?

Yes. The filing states the tax-withholding share transfers related to restricted stock vesting were approved by the Personnel & Compensation Committee and are exempt from Section 16(b) under Rules 16b-3(d)(1) and 16b-3(e) of the Securities Exchange Act of 1934.