Icahn group reports 5.55% stake in JetBlue

JetBlue Airways Corp. received an updated ownership report from entities affiliated with Carl C. Icahn.

Rhea-AI Filing Summary

JetBlue Airways Corp. received an updated ownership report from entities affiliated with Carl C. Icahn. As of June 9, 2026, these reporting persons may be deemed to beneficially own 20,658,179 shares of JetBlue common stock, representing approximately 5.55% of the outstanding shares.

The stake is held through several Icahn-related vehicles. Icahn Partners Master Fund has sole voting and dispositive power over 10,167,730 shares, and Icahn Partners has sole voting and dispositive power over 10,490,349 shares. Other Icahn entities, including Icahn Capital and Icahn Enterprises affiliates, share voting and dispositive power over the full 20,658,179 shares.

Insights

Equity ownership and activism analyst

Icahn group reports a 5.55% beneficial stake in JetBlue.

Entities associated with Carl C. Icahn disclose beneficial ownership of 20,658,179 JetBlue shares, or 5.55% of the company’s common stock, based on 372,018,894 shares outstanding as of March 31, 2026.

The position is split mainly between Icahn Partners Master Fund with 10,167,730 shares and Icahn Partners with 10,490,349 shares, each with sole voting and dispositive power over their respective blocks. Various Icahn-controlled entities and Carl C. Icahn himself report shared voting and dispositive power over the aggregated stake.

This filing is an amendment to a prior Schedule 13D, updating ownership levels and internal allocation among Icahn-related entities. It confirms a mid-single-digit percentage interest, which signals a meaningful but not controlling position. Future company filings may describe any governance or strategic implications tied to this ownership.

Key Figures

Beneficial ownership: 20,658,179 shares Ownership percentage: 5.55% Shares outstanding: 372,018,894 shares +4 more

7 metrics

Beneficial ownership 20,658,179 shares Aggregate JetBlue common stock beneficially owned by reporting persons as of June 9, 2026

Ownership percentage 5.55% Percent of JetBlue common stock represented by 20,658,179 shares

Shares outstanding 372,018,894 shares JetBlue common shares outstanding as of March 31, 2026, per Form 10-Q

Icahn Master position 10,167,730 shares Shares with sole voting and dispositive power held by Icahn Partners Master Fund

Icahn Partners position 10,490,349 shares Shares with sole voting and dispositive power held by Icahn Partners

560 State Street LLC position 100 shares Shares with sole and shared voting and dispositive power held by 560 State Street LLC

Minor ownership percentage 0.00003% Percent of JetBlue common stock represented by 560 State Street LLC’s 100 shares

Key Terms

beneficially own, sole voting power, shared voting power, Schedule 13D, +2 more

6 terms

beneficially own financial

"the Reporting Persons may be deemed to beneficially own, in the aggregate, 20,658,179 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.

sole voting power financial

"Icahn Master has sole voting and sole dispositive power with regard to 10,167,730 shares"

Sole voting power is the exclusive right to cast votes attached to a shareholder’s stock without needing approval from anyone else. Like holding the only remote control for a TV, it lets that holder decide corporate matters such as board members, mergers, and policy changes, making it important to investors because it concentrates control and can strongly influence a company’s strategy and the value of its shares.

shared voting power financial

"has shared voting power and shared dispositive power with regard to such shares of Common Stock"

Shared voting power occurs when two or more parties jointly have the right to vote or decide how a block of company shares is cast, like co-owners who must agree before moving a piece of furniture. Investors care because who controls voting rights affects board elections, major corporate decisions and takeover outcomes, and shared control can alter regulatory disclosures and the practical influence any holder has over a company’s direction and value.

Schedule 13D regulatory

"This Amendment No. 5 amends the initially filed with the Securities and Exchange Commission ... relating to the Reporting Persons' interests"

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.

Reporting Persons regulatory

"As of June 9, 2026, the Reporting Persons may be deemed to beneficially own, in the aggregate, 20,658,179 shares"

dispositive power financial

"Icahn Partners has sole voting and sole dispositive power with regard to 10,490,349 shares of Common Stock"

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.

FAQ

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

How many JetBlue (JBLU) shares do Icahn-affiliated entities report owning?

Icahn-affiliated entities report beneficial ownership of 20,658,179 JetBlue common shares. This consolidated stake is held across multiple Icahn-controlled vehicles, including Icahn Partners Master Fund and Icahn Partners, and reflects their aggregate economic and voting interest in JetBlue Airways Corp.

What percentage of JetBlue (JBLU) does the Icahn group’s 13D/A show?

The amended filing shows Icahn-related entities may be deemed to beneficially own about 5.55% of JetBlue’s common stock. This percentage is calculated using 372,018,894 outstanding shares, as reported in JetBlue’s Form 10-Q for the quarter ended March 31, 2026.

Which Icahn entities hold the largest JetBlue (JBLU) positions in this 13D/A?

Icahn Partners Master Fund holds 10,167,730 JetBlue shares with sole voting and dispositive power. Icahn Partners holds 10,490,349 shares, also with sole voting and dispositive power. Other Icahn-related entities share voting and dispositive power over the aggregated 20,658,179-share position.

How is voting power over JetBlue (JBLU) shares allocated among Icahn entities?

Icahn Partners Master Fund and Icahn Partners each have sole voting and sole dispositive power over their respective JetBlue share blocks. Entities such as Icahn Offshore, Icahn Capital, IPH GP, Icahn Enterprises Holdings, Icahn Enterprises GP, Beckton, and Carl C. Icahn report shared voting and dispositive power over those shares.

What outstanding share count does the Icahn JetBlue (JBLU) filing use to calculate ownership?

The ownership percentage is based on 372,018,894 JetBlue common shares outstanding as of March 31, 2026. This figure comes from JetBlue’s Form 10-Q for the quarter ended March 31, 2026 and is used to compute the reported 5.55% beneficial ownership.

What is the purpose of this JetBlue (JBLU) Schedule 13D/A Amendment No. 5?

Amendment No. 5 updates an existing Schedule 13D regarding Icahn-affiliated interests in JetBlue’s common stock. It restates current beneficial ownership levels, including total shares, percentage of the class, and how voting and dispositive powers are allocated among the various reporting entities and Carl C. Icahn.

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

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Accepted by SEC EDGAR 06/09/2026 - 09:40 PM EDT Learn about SEC filing dates

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 5)

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)

06/09/2026

(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 10,167,730.00
8	Shared Voting Power 10,167,730.00
9	Sole Dispositive Power 10,167,730.00
10	Shared Dispositive Power 10,167,730.00

11

Aggregate amount beneficially owned by each reporting person

10,167,730.00

12

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

13

Percent of class represented by amount in Row (11)

2.73 %

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 10,167,730.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 10,167,730.00

11

Aggregate amount beneficially owned by each reporting person

10,167,730.00

12

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

13

Percent of class represented by amount in Row (11)

2.73 %

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 10,490,349.00
8	Shared Voting Power 10,490,349.00
9	Sole Dispositive Power 10,490,349.00
10	Shared Dispositive Power 10,490,349.00

11

Aggregate amount beneficially owned by each reporting person

10,490,349.00

12

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

13

Percent of class represented by amount in Row (11)

2.82 %

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 10,490,349.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 10,490,349.00

11

Aggregate amount beneficially owned by each reporting person

10,490,349.00

12

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

13

Percent of class represented by amount in Row (11)

2.82 %

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 20,658,179.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 20,658,179.00

11

Aggregate amount beneficially owned by each reporting person

20,658,179.00

12

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

13

Percent of class represented by amount in Row (11)

5.55 %

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 20,658,179.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 20,658,179.00

11

Aggregate amount beneficially owned by each reporting person

20,658,179.00

12

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

13

Percent of class represented by amount in Row (11)

5.55 %

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 20,658,179.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 20,658,179.00

11

Aggregate amount beneficially owned by each reporting person

20,658,179.00

12

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

13

Percent of class represented by amount in Row (11)

5.55 %

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 20,658,179.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 20,658,179.00

11

Aggregate amount beneficially owned by each reporting person

20,658,179.00

12

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

13

Percent of class represented by amount in Row (11)

5.55 %

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 20,658,179.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 20,658,179.00

11

Aggregate amount beneficially owned by each reporting person

20,658,179.00

12

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

13

Percent of class represented by amount in Row (11)

5.55 %

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

OHIO

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

FLORIDA

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 20,658,179.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 20,658,179.00

11

Aggregate amount beneficially owned by each reporting person

20,658,179.00

12

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

13

Percent of class represented by amount in Row (11)

5.55 %

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. 5 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 June 9, 2026, the Reporting Persons may be deemed to beneficially own, in the aggregate, 20,658,179 shares of Common Stock, representing approximately 5.55% of the Issuer's outstanding shares of Common Stock, based on 372,018,894 shares of Common Stock outstanding as of March 31, 2026, as disclosed by the Issuer in its Form 10-Q for the quarter ended March 31, 2026.
(b)	Icahn Master has sole voting and sole dispositive power with regard to 10,167,730 shares of Common Stock. Each of Icahn Offshore, Icahn Capital, IPH GP, Icahn Enterprises Holdings, Icahn Enterprises GP, Beckton and Mr. Icahn, by virtue of their relationships to Icahn Master, has shared voting power and shared dispositive power with regard to such shares of Common Stock. Icahn Partners has sole voting and sole dispositive power with regard to 10,490,349 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 since the Reporting Persons filed Amendment No. 4 to the Schedule 13D with the SEC on May 14, 2026. Except for the transactions set forth on Schedule A, none of the Reporting Persons have effected any transaction in the shares of Common Stock since May 14, 2026.
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:	06/09/2026

Icahn Offshore LP

Signature:	/s/ Jesse Lynn
Name/Title:	Jesse Lynn / Chief Operating Officer
Date:	06/09/2026

Icahn Partners LP

Signature:	/s/ Jesse Lynn
Name/Title:	Jesse Lynn / Chief Operating Officer
Date:	06/09/2026

Icahn Onshore LP

Signature:	/s/ Jesse Lynn
Name/Title:	Jesse Lynn / Chief Operating Officer
Date:	06/09/2026

Icahn Capital LP

Signature:	/s/ Jesse Lynn
Name/Title:	Jesse Lynn / Chief Operating Officer
Date:	06/09/2026

IPH GP LLC

Signature:	/s/ Jesse Lynn
Name/Title:	Jesse Lynn / Chief Operating Officer
Date:	06/09/2026

Icahn Enterprises Holdings L.P.

Signature:	/s/ Ted Papapostolou
Name/Title:	Ted Papapostolou / Chief Financial Officer
Date:	06/09/2026

Icahn Enterprises G.P. Inc.

Signature:	/s/ Ted Papapostolou
Name/Title:	Ted Papapostolou / Chief Financial Officer
Date:	06/09/2026

Beckton Corp.

Signature:	/s/ Ted Papapostolou
Name/Title:	Ted Papapostolou / Vice President
Date:	06/09/2026

560 State Street LLC

Signature:	/s/ Jesse Lynn
Name/Title:	Jesse Lynn / Chief Operating Officer
Date:	06/09/2026

Carl C. Icahn

Signature:	/s/ Carl C. Icahn
Name/Title:	Carl C. Icahn
Date:	06/09/2026