PRIMECAP discloses 4.88% United Airlines stake (UAL)

Rhea-AI Filing Summary

PRIMECAP Management Co. has filed an amended ownership report for United Airlines Holdings, Inc. as of 12/31/2025. The firm reports beneficial ownership of 15,978,490 shares, representing 4.88% of United’s common stock.

PRIMECAP states it has sole voting power over 15,915,100 shares and sole dispositive power over 15,978,490 shares, with no shared voting or dispositive power. The filing certifies that the shares were acquired and are held in the ordinary course of business, not for the purpose of changing or influencing control of United Airlines.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 12)

United Airlines Holdings, Inc.

(Name of Issuer)

COM

(Title of Class of Securities)

910047109

(CUSIP Number)

12/31/2025

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

SCHEDULE 13G

CUSIP No. 910047109

1

Names of Reporting Persons

PRIMECAP MANAGEMENT CO/CA/

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 15,915,100.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 15,978,490.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

15,978,490.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

4.88 %

12

Type of Reporting Person (See Instructions)

IA

SCHEDULE 13G

Item 1.
(a)	Name of issuer: United Airlines Holdings, Inc.
(b)	Address of issuer's principal executive offices: 233 S. Wacker Drive, Chicago, ILLINOIS 60606
Item 2.
(a)	Name of person filing: PRIMECAP MANAGEMENT CO/CA/
(b)	Address or principal business office or, if none, residence: 177 EAST COLORADO BLVD. 11TH FLOOR PASADENA, California 91105
(c)	Citizenship: PRIMECAP MANAGEMENT CO/CA/ - UNITED STATES
(d)	Title of class of securities: COM
(e)	CUSIP No.: 910047109
Item 3.	If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
(k)	Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.	Ownership
(a)	Amount beneficially owned: 15,978,490
(b)	Percent of class: 4.88 %
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: PRIMECAP MANAGEMENT CO/CA/ - 15,915,100
	(ii) Shared power to vote or to direct the vote: PRIMECAP MANAGEMENT CO/CA/ - 0
	(iii) Sole power to dispose or to direct the disposition of: PRIMECAP MANAGEMENT CO/CA/ - 15,978,490
	(iv) Shared power to dispose or to direct the disposition of: PRIMECAP MANAGEMENT CO/CA/ - 0
Item 5.	Ownership of 5 Percent or Less of a Class.
	Ownership of 5 percent or less of a class
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	Not Applicable
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	Not Applicable
Item 8.	Identification and Classification of Members of the Group.
	Not Applicable
Item 9.	Notice of Dissolution of Group.
	Not Applicable

Item 10.

Certifications:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11.

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.

PRIMECAP MANAGEMENT CO/CA/

Signature:	Jorge A. Rodriguez
Name/Title:	Deputy Chief Compliance Officer
Date:	02/10/2026

FAQ

What percentage of United Airlines (UAL) does PRIMECAP Management own?

PRIMECAP Management reports beneficial ownership of 4.88% of United Airlines. This corresponds to 15,978,490 shares of United’s common stock as of December 31, 2025, according to the amended beneficial ownership statement filed with regulators.

How many United Airlines (UAL) shares does PRIMECAP Management control?

PRIMECAP Management reports beneficial ownership of 15,978,490 United Airlines shares. It has sole voting power over 15,915,100 shares and sole dispositive power over all 15,978,490 shares, with no shared voting or dispositive authority disclosed in the filing.

Is PRIMECAP Management’s United Airlines (UAL) stake intended to influence control?

PRIMECAP certifies its United Airlines holdings were acquired and are held in the ordinary course of business. The firm states they were not acquired and are not held for the purpose of changing or influencing control of United Airlines, nor in connection with such a transaction.

Why did PRIMECAP file this amended ownership report for United Airlines (UAL)?

PRIMECAP filed this amended ownership report because its beneficial ownership position required an updated disclosure. The filing, labeled Amendment No. 12, reports a 4.88% stake in United Airlines as of December 31, 2025, along with its voting and dispositive powers.

Does PRIMECAP Management share voting power over its United Airlines (UAL) shares?

No shared authority is reported. PRIMECAP discloses sole voting power over 15,915,100 United Airlines shares and sole dispositive power over 15,978,490 shares, with shared voting power and shared dispositive power each reported as zero in the ownership table.

What does it mean that PRIMECAP owns 5 percent or less of United Airlines (UAL)?

The filing’s ownership section notes PRIMECAP holds 5 percent or less of United Airlines’ outstanding shares, quantified as 4.88%. This level of ownership triggers a disclosure requirement but indicates PRIMECAP is below the 5 percent threshold typically associated with larger block holders.