[SCHEDULE 13G/A] United Airlines Holdings, Inc. SEC Filing

Rhea-AI Filing Summary

Primecap Management reports beneficial ownership of 18,844,880 shares of United Airlines Holdings common stock, representing 5.75% of the class. The filing shows Primecap has sole voting power over 18,436,240 shares and sole dispositive power over 18,844,880, and classifies the filer as an investment adviser. These figures indicate a sizable, reportable passive stake that appears on ownership screens used by investors and governance monitors.

The statement includes a certification that the shares are held in the ordinary course of business and were not acquired to change or influence control, indicating passive intent. This disclosure clarifies ownership concentration and voting capacity and is relevant to shareholders tracking major holders and potential voting outcomes.

Positive

• Reported beneficial ownership of 18,844,880 shares, representing 5.75% of United Airlines common stock
• Holds sole voting power for 18,436,240 shares and sole dispositive power for 18,844,880
• Includes a certification that holdings are in the ordinary course of business and were not acquired to change control (passive intent)

Negative

• None.

Insights

Financial Analyst

TL;DR: Primecap holds a material 5.75% passive stake in UAL with substantial sole voting power; notable for ownership concentration but not a control bid.

Primecap's reported 18.84 million shares and sole voting power over 18.44 million shares represent a meaningful ownership position for an investment adviser. As a Schedule 13G disclosure reflecting passive intent, the filing signals a significant investor watching the issuer rather than seeking governance changes. Investors should view this as an increase in ownership concentration that could matter in tight shareholder votes, but not as an active campaign to influence management.

Impact: Not impactful to governance control but material to ownership transparency.

Corporate Governance Expert

TL;DR: A 5.75% passive stake with declared ordinary-course holdings is material for disclosure and voting visibility but not a takeover indicator.

The filing's explicit statements of sole voting and dispositive power combined with a certification of passive intent are standard for an investment adviser reporting under Schedule 13G. This clarifies that Primecap is a large stakeholder whose votes could influence close proposals, yet the filer disavows intent to change control. The disclosure improves transparency around shareholder composition and voting power distribution.

Impact: Not impactful to immediate control; significant for shareholder composition monitoring.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 11)

United Airlines Holdings, Inc.

(Name of Issuer)

COM

(Title of Class of Securities)

910047109

(CUSIP Number)

06/30/2025

(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 18,436,240.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 18,844,880.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

18,844,880.00

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)

5.75 %

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: 18,844,880
(b)	Percent of class: 5.75 %
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: PRIMECAP MANAGEMENT CO/CA/ - 18,436,240
	(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/ - 18,844,880
	(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.
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:	08/13/2025

FAQ

How many UAL shares does Primecap Management report owning?

Primecap reports beneficial ownership of 18,844,880 shares of United Airlines common stock.

What percentage of UAL does Primecap's stake represent?

The reported stake represents 5.75% of the class of United Airlines common stock.

Does Primecap have voting power over its reported UAL shares?

Yes. The filing reports sole voting power over 18,436,240 shares and sole dispositive power over 18,844,880 shares.

Is Primecap seeking to influence control of United Airlines according to the filing?

No. The filing includes a certification that the shares are held in the ordinary course of business and were not acquired to change or influence control.

What type of filing did Primecap submit for this disclosure?

Primecap filed a Schedule 13G/A reporting beneficial ownership as an investment adviser (Type: IA).