Delta (NYSE: DAL) EVP Bellemare has shares withheld to cover taxes

Rhea-AI Filing Summary

Delta Air Lines executive Alain Bellemare reported routine tax withholdings of restricted stock on Form 4. On January 30, 2026, Delta withheld 4,209, 5,540, and 3,227 shares of common stock at $65.89 per share to cover tax liabilities as several long-term incentive awards vested. These withholdings were approved by Delta’s Personnel & Compensation Committee and are described as exempt under Section 16(b) rules. Following the last transaction, Bellemare directly beneficially owned 82,755 Delta shares.

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^*

BELLEMARE ALAIN

(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 & Pres. - International

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		4,209(1)	D	$65.89	91,522	D
Common Stock	01/30/2026(2)		F		5,540(2)	D	$65.89	85,982	D
Common Stock	01/30/2026(3)		F		3,227(3)	D	$65.89	82,755	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 April 19, 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.

	/s/ Alan T. Rosselot as attorney-in-fact for Alain M. Bellemare	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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FAQ

What does Alain Bellemare’s Form 4 filing for Delta (DAL) report?

The Form 4 reports that Alain Bellemare had Delta shares withheld to pay taxes on vesting restricted stock. Three separate tax-withholding transactions occurred on January 30, 2026, tied to Delta long-term incentive awards granted in 2023, 2024, and 2025.

Were Alain Bellemare’s Delta (DAL) transactions open-market sales?

No, the transactions were share withholdings for tax liabilities on vesting restricted stock awards, not open-market sales. Delta’s compensation committee approved these withholdings, which are described as exempt from Section 16(b) under Rules 16b-3(d)(1) and 16b-3(e).

How many Delta (DAL) shares were withheld for Alain Bellemare’s taxes?

Delta withheld 4,209, 5,540, and 3,227 shares of common stock for Bellemare’s tax obligations. Each withholding was priced using Delta’s January 30, 2026 closing stock price of $65.89 because the actual vesting date fell on a Sunday.

How many Delta (DAL) shares does Alain Bellemare own after these transactions?

After the reported tax-withholding transactions, Alain Bellemare directly beneficially owned 82,755 shares of Delta common stock. This figure reflects his position following the final January 30, 2026 withholding tied to Delta’s long-term incentive program vesting.

Why did Delta (DAL) use January 30, 2026 pricing for the tax withholdings?

Delta used its January 30, 2026 closing stock price because the restricted stock vesting date, February 1, 2026, fell on a Sunday. The company based tax-withholding share amounts on the immediately preceding business day’s closing price.

Which Delta (DAL) incentive awards are referenced in Alain Bellemare’s Form 4?

The filing references restricted stock awards granted on April 19, 2023, February 7, 2024, and February 5, 2025 under Delta’s 2023, 2024, and 2025 long-term incentive programs. Portions of these awards vested, triggering the tax-withholding share transactions.