SOUTHWEST AIRLINES CO SEC Filings

Doxey Tom reported acquisition or exercise transactions in this Form 4 filing.

Southwest Airlines reported that EVP and Chief Financial Officer Tom Doxey received a grant of 6,316 restricted stock units that will settle in common stock under its Amended and Restated 2007 Equity Incentive Plan. The units vest one-third annually beginning August 21, 2027, leaving him with 111,116 directly held shares.

Southwest Airlines Co. updated senior leadership pay structures after a review of compensation at major U.S. airlines. On August 5, 2026, the board’s Compensation Committee approved new annual base salaries and long-term incentive opportunity targets, effective August 15, 2026, for key officers, including the named executive officers.

President, Chief Executive Officer & Vice Chairman Bob Jordan’s base salary was set at $1,225,000, with a long-term incentive opportunity target of 1200% of base salary and a short-term incentive target of 200%. The Chief Operating Officer’s base salary was set at $815,000 with a 500% long-term and 150% short-term incentive target. Three Executive Vice Presidents each received a base salary of $805,000, with 500% long-term and 135% short-term incentive targets. The Committee aligned compensation more closely with the average total direct compensation of American Airlines Group Inc., Delta Air Lines, Inc., and United Airlines Holdings, Inc., using reported 2025 peer data without aging it forward.

Southwest Airlines Co. reported stronger results for the quarter ended June 30, 2026, with operating revenues of $8,432 million, up 16.4% year-over-year and an all‑time quarterly record. GAAP net income was $233 million (diluted EPS $0.47), while non‑GAAP net income rose to $465 million (diluted EPS $0.94).

Passenger revenue increased 16.9% to $7,745 million, driven by more customers buying higher fare categories and new ancillary products, including first and second checked bag fees (effective May 28, 2025) and assigned/extra‑legroom seating (effective January 27, 2026). RASM rose 16.2%, while CASM increased 15.8% as Aircraft fuel and related taxes jumped 67.0% and fuel cost per gallon reached $3.92.

A key item was a $285 million reversal of previously recognized breakage revenue tied to non‑expiring flight credits, which reduced Q2 2026 net income by $185 million, or $0.37 per diluted share. Cash and cash equivalents were $3,791 million, operating cash flow for the first half was $1,947 million, and capital expenditures were $1,448 million. The company added a secured $1.5 billion term loan and has Boeing MAX capital commitments of $14.8 billion through 2031, including $3.9 billion in the remainder of 2026.

Southwest Airlines Co. reported strong second quarter 2026 results, with operating revenues of $8.4 billion, up 16.4% year-over-year, and record adjusted operating revenues of $8.7 billion, up 20.3%. Net income was $233 million, or $0.47 diluted EPS, while adjusted net income was $465 million, or $0.94 adjusted EPS.

Operating margin was 3.4%, and adjusted operating margin reached 6.7% despite fuel expense rising $889 million, with fuel at $3.92 per gallon and an estimated $1.17 headwind to adjusted EPS. Capacity grew 0.2%, RASM increased 16.2%, and adjusted RASM rose 20.1%.

Liquidity totaled $5.3 billion, including $3.8 billion of cash and cash equivalents, and gross leverage was 2.1x. For third quarter 2026, adjusted EPS is guided to $0.50–$0.75, and full-year 2026 adjusted EPS to $3.25–$4.25, replacing a prior expectation of at least $4.00.

Southwest Airlines Co. entered into an amendment to its senior secured term loan facility, adding $1.0 billion of incremental term loans and increasing total outstanding term loans under the facility to $1.5 billion.

The amended term loans mature on March 11, 2029, bear interest on substantially the same terms as the original agreement, and may be prepaid at any time without premium or penalty, although repaid amounts cannot be reborrowed. The obligations are secured by a pool of aircraft and related assets, subject to a minimum collateral coverage ratio and flexibility to add, remove, or replace collateral if that ratio is maintained.

The amendment also updates the uncommitted incremental feature to permit up to an additional $1.0 billion of future incremental term loan commitments under the same credit agreement, while the company’s existing revolving credit facility remains unchanged.

Southwest Airlines Co. reported a Schedule 13G/A showing PRIMECAP MANAGEMENT CO/CA/ beneficially owns $0 — actually 47,069,495 shares representing 9.58% of common stock as disclosed in the filing. The filing states PRIMECAP has sole voting power for 46,915,716 shares and sole dispositive power for 47,069,495 shares. The Schedule 13G/A, signed by the filer’s Deputy Chief Compliance Officer on 05/12/2026, lists Vanguard PRIMECAP Fund as an entity holding more than 5% on behalf of others.

Southwest Airlines Co. director Douglas H. Brooks reported a stock award and the wind-up of prior family trust gifts. He received a grant of 4,108 shares of common stock at no cost, bringing his directly owned holdings to 84,223 shares.

Two grantor retained annuity trusts associated with Brooks each transferred 1,836 shares to his children when they terminated on December 2, 2025, for a total of 3,672 gifted shares. Remaining trust shares, including those from a dividend reinvestment plan, had previously been distributed to Brooks and are included in his direct ownership.

Breber Pierre R reported acquisition or exercise transactions in this Form 4 filing.

Southwest Airlines Co. director Pierre R. Breber reported updated share holdings. On May 7, 2026, he received a grant of 4,108 shares of common stock at no cost as a compensation-related award. After this grant, he owns 13,537 shares directly.

The filing also shows 44,000 shares of common stock held indirectly through a family trust. No open-market purchases or sales were reported, so the activity reflects equity compensation and existing indirect holdings rather than trading in Southwest Airlines stock.

Feinberg Sarah reported acquisition or exercise transactions in this Form 4 filing.

Southwest Airlines director Sarah Feinberg reported a new stock grant. On May 7, 2026, she received an award of 4,108 shares of Southwest Airlines common stock at a stated price of $0.00 per share, reflecting compensation rather than an open-market purchase.

Following this award, Feinberg directly owns 18,337 shares of common stock. The filing also reports an additional 268 shares held indirectly through her domestic partner, showing a small separate holding classified as indirect ownership.