Icahn group drops below 5% in JetBlue, holds 3.32%

JETBLUE AIRWAYS CORP (JBLU) received an Amendment No. 6 to a Schedule 13D from entities associated with Carl C. Icahn, updating their ownership in JetBlue common stock.

Rhea-AI Filing Summary

JETBLUE AIRWAYS CORP (JBLU) received an Amendment No. 6 to a Schedule 13D from entities associated with Carl C. Icahn, updating their ownership in JetBlue common stock. As of August 20, 2026, these reporting persons may be deemed to beneficially own 12,528,346 shares of common stock, representing 3.32% of JetBlue’s outstanding shares, based on 377,312,181 shares outstanding as of June 30, 2026. Icahn Partners holds sole voting and dispositive power over 12,528,246 shares, while various Icahn-related entities and Carl C. Icahn have shared voting and dispositive power over 12,528,346 shares. The filing states that, as a result of recent transactions, as of August 18, 2026 the reporting persons ceased to be beneficial owners of more than five percent of JetBlue’s common stock and are no longer subject to the reporting requirements of Rule 13d-1(a) under the Exchange Act.

Key Figures

Beneficial ownership: 12,528,346 shares of Common Stock Ownership percentage: 3.32% Shares outstanding: 377,312,181 shares of Common Stock +4 more

7 metrics

Beneficial ownership 12,528,346 shares of Common Stock Shares beneficially owned in aggregate by the reporting persons as of August 20, 2026

Ownership percentage 3.32% Percentage of JetBlue’s outstanding common stock beneficially owned by the reporting persons

Shares outstanding 377,312,181 shares of Common Stock JetBlue shares outstanding as of June 30, 2026, from Form 10-Q

Icahn Partners sole voting power 12,528,246 shares of Common Stock Shares over which Icahn Partners has sole voting and sole dispositive power

560 State Street LLC holdings 100 shares of Common Stock Shares beneficially owned by 560 State Street LLC, representing about 0.00003% of the class

560 State Street LLC ownership percentage 0.00003% Percentage of JetBlue’s common stock beneficially owned by 560 State Street LLC

Date ceased to be >5% owner August 18, 2026 Date as of which the reporting persons ceased to be beneficial owners of more than five percent

Key Terms

beneficially own, dispositive power, Schedule 13D, Rule 13d-1(a), +1 more

5 terms

beneficially own financial

"may be deemed to beneficially own, in the aggregate, 12,528,346 shares"

Beneficially own means having the economic rights and risks of a security—such as the right to receive dividends, sell the shares, or profit from price changes—whether or not your name appears on the official share register. Think of it like renting a car: you use it and reap the benefits even if the title lists someone else. Investors care because beneficial ownership determines who truly controls value, must be disclosed under securities rules, and can signal potential influence or trading activity that affects a stock’s price.

dispositive power financial

"has sole voting and sole dispositive power with regard to 12,528,246 shares"

Dispositive power is the authority to decide the final outcome of an asset, legal claim, contract, or corporate action — in effect the power to dispose of or resolve something. For investors it matters because whoever holds that authority can determine who gets paid, who controls an asset or vote, and how risks and returns are allocated; think of it like holding the key that lets you lock in the winner or loser in a deal.

Schedule 13D regulatory

"This Amendment No. 6 amends the initially filed on Schedule 13D"

A Schedule 13D is a legal document that investors file with regulators when they buy a large enough stake in a company to potentially influence its management or decisions. It provides details about the investor’s intention, ownership stake, and plans, helping other investors understand who is gaining control and what their motives might be.

Rule 13d-1(a) regulatory

"no longer subject to the reporting requirements of Rule 13d-1(a) of the Exchange Act"

percent of class financial

"Percent of class represented by amount in Row (11) 3.32 %"

Percent of class is the portion of a specific category of securities—such as a company’s common shares, preferred shares, or a bond series—that takes part in or approves a corporate action (vote, consent, tender, etc.). Investors watch this number because it reveals how much support or opposition exists within that particular shareholder group; like counting how many members of a club back a proposal, it can determine whether a plan passes or how influence is distributed.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What percentage of JETBLUE AIRWAYS CORP (JBLU) does Carl Icahn’s group currently report owning?

The reporting persons associated with Carl C. Icahn report beneficial ownership of 12,528,346 shares of JetBlue common stock, representing approximately 3.32% of JetBlue’s outstanding common stock, based on 377,312,181 shares outstanding as of June 30, 2026.

Did Carl Icahn’s group fall below the 5% ownership threshold in JBLU?

Yes. The filing states that, as a result of the reported transactions, as of August 18, 2026 the reporting persons ceased to be beneficial owners of more than five percent of JetBlue’s common stock and are no longer subject to Rule 13d-1(a) reporting.

How many JetBlue (JBLU) shares does Icahn Partners specifically control?

Icahn Partners has sole voting power and sole dispositive power with respect to 12,528,246 shares of JetBlue common stock. Other Icahn-related entities and Carl C. Icahn have shared voting and shared dispositive power over 12,528,346 shares through their relationships to Icahn Partners.

What share count did the ownership percentage for JBLU rely on in this Schedule 13D/A?

The approximately 3.32% ownership figure is based on 377,312,181 shares of JetBlue common stock outstanding as of June 30, 2026, as disclosed by JetBlue in its Form 10-Q for the quarter ended June 30, 2026.

Which Icahn-related entity directly holds a small standalone stake in JetBlue (JBLU)?

560 State Street LLC is listed as beneficially owning 100 shares of JetBlue common stock, with sole and shared voting and dispositive power over those 100 shares. This position represents approximately 0.00003% of JetBlue’s outstanding common stock.

Are the Icahn reporting persons still required to file under Rule 13d-1(a) for JBLU?

No. The filing states that, due to the transactions reported, as of August 18, 2026 the reporting persons are no longer beneficial owners of more than five percent of JetBlue common stock and therefore are no longer subject to the reporting requirements of Rule 13d-1(a).

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 08/20/2026 - 09:30 PM Accepted by SEC EDGAR 08/20/2026 - 09:30 PM Learn about SEC filing dates

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 6)

JETBLUE AIRWAYS CORP

(Name of Issuer)

Common Stock, par value $0.01 per share

(Title of Class of Securities)

477143101

(CUSIP Number)

Jesse A. Lynn COO
Icahn Capital LP, 16690 Collins Avenue, PH-1
Sunny Isles Beach, FL, 33160
(305) 422-4100

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

08/18/2026

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

schemaVersion:

SCHEDULE 13D

CUSIP Number(s): 477143101

1

Name of reporting person

Icahn Partners Master Fund LP

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

0.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

0.00 %

14

Type of Reporting Person (See Instructions)

PN

SCHEDULE 13D

CUSIP Number(s): 477143101

1

Name of reporting person

Icahn Offshore LP

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

0.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

0.00 %

14

Type of Reporting Person (See Instructions)

PN

SCHEDULE 13D

CUSIP Number(s): 477143101

1

Name of reporting person

Icahn Partners LP

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 12,528,246.00
8	Shared Voting Power 12,528,346.00
9	Sole Dispositive Power 12,528,246.00
10	Shared Dispositive Power 12,528,346.00

11

Aggregate amount beneficially owned by each reporting person

12,528,346.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

3.32 %

14

Type of Reporting Person (See Instructions)

PN

SCHEDULE 13D

CUSIP Number(s): 477143101

1

Name of reporting person

Icahn Onshore LP

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 12,528,346.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 12,528,346.00

11

Aggregate amount beneficially owned by each reporting person

12,528,346.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

3.32 %

14

Type of Reporting Person (See Instructions)

PN

SCHEDULE 13D

CUSIP Number(s): 477143101

1

Name of reporting person

Icahn Capital LP

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 12,528,346.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 12,528,346.00

11

Aggregate amount beneficially owned by each reporting person

12,528,346.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

3.32 %

14

Type of Reporting Person (See Instructions)

PN

SCHEDULE 13D

CUSIP Number(s): 477143101

1

Name of reporting person

IPH GP LLC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 12,528,346.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 12,528,346.00

11

Aggregate amount beneficially owned by each reporting person

12,528,346.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

3.32 %

14

Type of Reporting Person (See Instructions)

OO

SCHEDULE 13D

CUSIP Number(s): 477143101

1

Name of reporting person

Icahn Enterprises Holdings L.P.

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 12,528,346.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 12,528,346.00

11

Aggregate amount beneficially owned by each reporting person

12,528,346.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

3.32 %

14

Type of Reporting Person (See Instructions)

PN

SCHEDULE 13D

CUSIP Number(s): 477143101

1

Name of reporting person

Icahn Enterprises G.P. Inc.

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 12,528,346.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 12,528,346.00

11

Aggregate amount beneficially owned by each reporting person

12,528,346.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

3.32 %

14

Type of Reporting Person (See Instructions)

CO

SCHEDULE 13D

CUSIP Number(s): 477143101

1

Name of reporting person

Beckton Corp.

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 12,528,346.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 12,528,346.00

11

Aggregate amount beneficially owned by each reporting person

12,528,346.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

3.32 %

14

Type of Reporting Person (See Instructions)

CO

SCHEDULE 13D

CUSIP Number(s): 477143101

1

Name of reporting person

560 State Street LLC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 100.00
8	Shared Voting Power 100.00
9	Sole Dispositive Power 100.00
10	Shared Dispositive Power 100.00

11

Aggregate amount beneficially owned by each reporting person

100.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

0.00003 %

14

Type of Reporting Person (See Instructions)

OO

SCHEDULE 13D

CUSIP Number(s): 477143101

1

Name of reporting person

Carl C. Icahn

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 12,528,346.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 12,528,346.00

11

Aggregate amount beneficially owned by each reporting person

12,528,346.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

3.32 %

14

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Common Stock, par value $0.01 per share
(b)	Name of Issuer: JETBLUE AIRWAYS CORP
(c)	Address of Issuer's Principal Executive Offices: 27-01 QUEENS PLAZA NORTH, LONG ISLAND CITY, NEW YORK , 11101.
Item 1 Comment: This Amendment No. 6 amends the Schedule 13D initially filed with the Securities and Exchange Commission (the "SEC") on February 12, 2024, relating to the Reporting Persons' interests in the common stock, $0.01 par value per share (the "Common Stock") of the Issuer (the "Schedule 13D"). Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the Schedule 13D.
Item 5.	Interest in Securities of the Issuer
(a)	As of August 20, 2026, the Reporting Persons may be deemed to beneficially own, in the aggregate, 12,528,346 shares of Common Stock, representing approximately 3.32% of the Issuer's outstanding shares of Common Stock, based on 377,312,181 shares of Common Stock outstanding as of June 30, 2026, as disclosed by the Issuer in its Form 10-Q for the quarter ended June 30, 2026.
(b)	Icahn Partners has sole voting and sole dispositive power with regard to 12,528,246 shares of Common Stock. Each of Icahn Onshore, Icahn Capital, IPH GP, Icahn Enterprises Holdings, Icahn Enterprises GP, Beckton and Mr. Icahn, by virtue of their relationships to Icahn Partners, has shared voting power and shared dispositive power with regard to such shares of Common Stock. State Street has sole voting power and sole dispositive power and shared and shared dispositive power with respect to 100 shares of Common Stock. Each of Icahn Offshore, Icahn Capital, IPH GP, Icahn Enterprises Holdings, Icahn Enterprises GP, Beckton, Icahn Master and Mr. Icahn, by virtue of their relationships to State Street, has shared voting power and shared dispositive power with regard to such shares of Common Stock.
(c)	Schedule A hereto sets forth all transactions with respect to the shares of Common Stock by any Reporting Person during the past sixty (60) days. Except for the transactions set forth on Schedule A, none of the Reporting Persons have effected any transaction in the shares of Common Stock in the past sixty (60) days.
(e)	As a result of the transactions reported in this Schedule 13D, as of August 18, 2026, the Reporting Persons ceased to be the beneficial owners of more than five percent of the shares of Common Stock and are no longer subject to the reporting requirements of Rule 13d-1(a) of the Exchange Act.
Item 7.	Material to be Filed as Exhibits.
	Exhibit 1 Schedule A (Transactions)

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Icahn Partners Master Fund LP

Signature:	/s/ Jesse Lynn
Name/Title:	Jesse Lynn / Chief Operating Officer
Date:	08/20/2026

Icahn Offshore LP

Signature:	/s/ Jesse Lynn
Name/Title:	Jesse Lynn / Chief Operating Officer
Date:	08/20/2026

Icahn Partners LP

Signature:	/s/ Jesse Lynn
Name/Title:	Jesse Lynn / Chief Operating Officer
Date:	08/20/2026

Icahn Onshore LP

Signature:	/s/ Jesse Lynn
Name/Title:	Jesse Lynn / Chief Operating Officer
Date:	08/20/2026

Icahn Capital LP

Signature:	/s/ Jesse Lynn
Name/Title:	Jesse Lynn / Chief Operating Officer
Date:	08/20/2026

IPH GP LLC

Signature:	/s/ Jesse Lynn
Name/Title:	Jesse Lynn / Chief Operating Officer
Date:	08/20/2026

Icahn Enterprises Holdings L.P.

Signature:	/s/ Ted Papapostolou
Name/Title:	Ted Papapostolou / Chief Financial Officer
Date:	08/20/2026

Icahn Enterprises G.P. Inc.

Signature:	/s/ Ted Papapostolou
Name/Title:	Ted Papapostolou / Chief Financial Officer
Date:	08/20/2026

Beckton Corp.

Signature:	/s/ Ted Papapostolou
Name/Title:	Ted Papapostolou / Vice President
Date:	08/20/2026

560 State Street LLC

Signature:	/s/ Jesse Lynn
Name/Title:	Jesse Lynn / Chief Operating Officer
Date:	08/20/2026

Carl C. Icahn

Signature:	/s/ Carl C. Icahn
Name/Title:	Carl C. Icahn
Date:	08/20/2026