Southwest (NYSE: LUV) COO granted 35,092-share equity award, boosts stake

Rhea-AI Filing Summary

Southwest Airlines Chief Operating Officer Andrew M. Watterson received a grant of 35,092 shares of common stock as an equity award. The award was granted at no cash cost to him and is structured as restricted stock units that convert into one share each as they vest.

The units will vest in three equal annual installments beginning on March 21, 2027. After this grant, Watterson holds 206,845 shares of common stock directly and an additional 18,105 shares indirectly through the company’s Retirement Savings Plan, reflecting a routine compensation-related increase in ownership.

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

OMB APPROVAL

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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^*

Watterson Andrew M

(Last) (First) (Middle)

2702 LOVE FIELD DRIVE

HDQ 4GC

(Street)

DALLAS TX 75235

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
SOUTHWEST AIRLINES CO [ LUV ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Operating Officer

3. Date of Earliest Transaction (Month/Day/Year)
03/16/2026

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	03/16/2026		A		35,092(1)	A	$0	206,845	D
Common Stock								18,105(2)	I	By Retirement Savings Plan

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. Reflects the exempt acquisition of restricted stock units pursuant to the Southwest Airlines Co. Amended and Restated 2007 Equity Incentive Plan. The restricted stock units will vest with respect to one-third of the shares covered thereby annually, beginning on March 21, 2027, and will entitle the reporting person to one share of common stock for each restricted stock unit that vests.

2. Holdings reflect exempt transactions under the Issuer's Retirement Savings Plan.

Remarks:

	/s/ Claire Hoedebeck, on behalf of and as attorney-in-fact for Andrew M. Watterson	03/17/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transaction did Southwest Airlines (LUV) report for Andrew Watterson?

Southwest Airlines reported that Chief Operating Officer Andrew M. Watterson received an equity award of 35,092 shares of common stock. The shares were granted at no cash cost to him as restricted stock units that vest over three years starting March 21, 2027.

Is the Southwest (LUV) COO’s Form 4 transaction a market purchase or a grant?

The transaction is a grant, not a market purchase. Andrew M. Watterson received 35,092 restricted stock units at a price of $0.00 per share as part of Southwest Airlines’ Amended and Restated 2007 Equity Incentive Plan, reflecting routine equity compensation.

How does this Form 4 filing change Andrew Watterson’s LUV share holdings?

Following the equity grant, Andrew M. Watterson directly holds 206,845 shares of Southwest Airlines common stock. He also indirectly holds 18,105 shares through the company’s Retirement Savings Plan, which are reported as exempt holdings under that plan’s structure.

What are the vesting terms of the Southwest (LUV) COO’s new restricted stock units?

The restricted stock units will vest in three equal annual installments. Vesting begins on March 21, 2027, with one-third of the units vesting each year, and each vested unit will entitle Andrew M. Watterson to one share of Southwest Airlines common stock.

Are the retirement plan holdings in this Southwest Airlines (LUV) Form 4 a new transaction?

The retirement plan holdings are reported as exempt transactions. The Form 4 notes that these indirect holdings under Southwest Airlines’ Retirement Savings Plan simply reflect plan activity and are not reported as open-market buys or sells of LUV stock.