Delta (DAL) EVP John Laughter gains stock from PRSU vesting and tax share withholding

Rhea-AI Filing Summary

Delta Air Lines EVP & Chief of Operations John E. Laughter reported equity compensation activity on February 4, 2026. He acquired 69,600 shares of common stock at no cost upon vesting of Performance Restricted Stock Units granted under Delta's 2023 long-term incentive program, following the compensation committee’s certification of performance goals.

To cover related tax obligations on the PRSU settlement, 31,000 shares were withheld at a price of $70.86 per share. After these transactions, Laughter directly beneficially owned 116,133 shares of Delta common stock.

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^*

Laughter John E

(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)
	EVP & Chief of Operations

3. Date of Earliest Transaction (Month/Day/Year)
02/04/2026

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	02/04/2026		A		69,600(1)	A	(1)	147,133	D
Common Stock	02/04/2026		F		31,000(2)	D	$70.86	116,133	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 earned pursuant to vesting of Performance Restricted Stock Units ("PRSUs") granted under Delta's 2023 long-term incentive program, upon certification by the Personnel & Compensation Committee of Delta's Board of Directors (the "Committee") on February 4, 2026 of Delta's satisfaction of certain performance criteria specified for the award at time of grant. This grant was approved by the Committee and is exempt from Section 16(b) of the Securities Exchange Act of 1934 (the "Exchange Act") under Rule 16b-3(d)(1).

2. Shares withheld for payment of tax liability upon settlement of the PRSUs granted under Delta's 2023 long-term incentive program. This withholding was approved by the Committee and is exempt from Section 16(b) of the Exchange Act under Rules 16b-3(d)(1) and 16b-3(e).

	/s/ Alan T. Rosselot, as attorney-in-fact for John E. Laughter	02/06/2026
	** 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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FAQ

What insider transactions did DAL executive John E. Laughter report on February 4, 2026?

John E. Laughter reported vesting of 69,600 Performance Restricted Stock Units and related tax withholding of 31,000 Delta Air Lines common shares on February 4, 2026. These transactions reflect routine equity compensation settlement under Delta’s 2023 long-term incentive program rather than open-market buying or selling.

How many Delta (DAL) shares does John E. Laughter own after this Form 4 filing?

After the reported transactions, John E. Laughter directly beneficially owned 116,133 Delta Air Lines common shares. This figure reflects shares received from vested Performance Restricted Stock Units, net of 31,000 shares withheld to satisfy tax liabilities upon settlement of the 2023 long-term incentive award.

What does the 69,600-share award to John E. Laughter at DAL represent?

The 69,600-share award represents Performance Restricted Stock Units that vested under Delta’s 2023 long-term incentive program. Vesting occurred after the board’s Personnel & Compensation Committee certified that specified performance criteria were met, converting the PRSUs into common shares at no purchase price to the executive.

Why were 31,000 Delta (DAL) shares withheld in John E. Laughter’s Form 4?

The 31,000 Delta shares were withheld to cover tax liabilities arising from settlement of vested Performance Restricted Stock Units. Instead of paying taxes in cash, a portion of the newly delivered shares was withheld at $70.86 per share, as approved by Delta’s compensation committee under applicable SEC rules.

Is John E. Laughter’s 2026 DAL Form 4 transaction an open-market sale?

The filing does not show an open-market sale initiated for portfolio reasons. Shares were acquired through PRSU vesting and a portion was withheld to satisfy taxes. The tax withholding, coded as an “F” transaction, is part of standard equity award administration rather than discretionary selling.

What role does John E. Laughter hold at Delta Air Lines (DAL)?

In this Form 4, John E. Laughter is identified as Delta Air Lines’ Executive Vice President and Chief of Operations. His reported transactions involve common stock received and withheld under the company’s 2023 long-term incentive program, reflecting compensation tied to Delta’s performance criteria.