SEC Info - Delta Air Lines, Inc. - ‘10-Q’ for 6/30/17

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Delta Air Lines, Inc. – ‘10-Q’ for 6/30/17 – ‘EX-10.4’

On: Thursday, 7/13/17, at 5:06pm ET · For: 6/30/17 · Accession #: 27904-17-13 · File #: 1-05424

  As Of               Filer                 Filing    For·On·As Docs:Size

 7/13/17  Delta Air Lines, Inc.             10-Q        6/30/17   70:6.9M

Quarterly Report — Form 10-Q — Sect. 13 / 15(d) – SEA’34
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10-Q        Quarterly Report                                    HTML    864K 
 2: EX-10.1(A)  Material Contract                                   HTML     80K 
 3: EX-10.1(B)  Material Contract                                   HTML    170K 
 4: EX-10.2(A)  Material Contract                                   HTML     54K 
 5: EX-10.2(B)  Material Contract                                   HTML     86K 
 6: EX-10.3     Material Contract                                   HTML     21K 
 7: EX-10.4     Material Contract                                   HTML     28K 
 8: EX-15       Letter re: Unaudited Interim Financial Info         HTML     21K 
 9: EX-31.1     Certification -- §302 - SOA'02                      HTML     26K 
10: EX-31.2     Certification -- §302 - SOA'02                      HTML     26K 
11: EX-32       Certification -- §906 - SOA'02                      HTML     24K 
18: R1          Document and Entity Information                     HTML     39K 
19: R2          Consolidated Balance Sheets (Unaudited)             HTML    125K 
20: R3          Consolidated Balance Sheets (Unaudited)             HTML     44K 
                (Parentheticals)                                                 
21: R4          Condensed Consolidated Statements of Operations     HTML     96K 
                and Comprehensive Income (Unaudited)                             
22: R5          Condensed Consolidated Statements of Cash Flows     HTML     75K 
                (Unaudited)                                                      
23: R6          Summary of Significant Accounting Policies          HTML     37K 
24: R7          Fair Value Measurements                             HTML     73K 
25: R8          Investments                                         HTML     38K 
26: R9          Derivatives and Risk Management                     HTML    113K 
27: R10         Long-Term Debt                                      HTML     36K 
28: R11         Employee Benefit Plans                              HTML     57K 
29: R12         Commitments and Contingencies                       HTML     47K 
30: R13         Accumulated Other Comprehensive Loss                HTML     54K 
31: R14         Segments                                            HTML    126K 
32: R15         Restructuring                                       HTML     28K 
33: R16         Earnings Per Share                                  HTML     46K 
34: R17         Summary of Significant Accounting Policies          HTML     37K 
                (Policies)                                                       
35: R18         Fair Value Measurements (Tables)                    HTML     61K 
36: R19         Investments (Tables)                                HTML     27K 
37: R20         Derivatives and Risk Management (Tables)            HTML    101K 
38: R21         Long-Term Debt (Tables)                             HTML     30K 
39: R22         Employee Benefit Plans (Tables)                     HTML     55K 
40: R23         Commitments and Contingencies (Tables)              HTML     35K 
41: R24         Accumulated Other Comprehensive Loss (Tables)       HTML     50K 
42: R25         Segments (Tables)                                   HTML    120K 
43: R26         Restructuring (Tables)                              HTML     27K 
44: R27         Earnings Per Share (Tables)                         HTML     44K 
45: R28         Summary of Significant Accounting Policies          HTML     27K 
                (Details)                                                        
46: R29         Fair Value Measurements - Schedule of Fair Value    HTML     60K 
                Measurements on a Recurring Basis (Details)                      
47: R30         Fair Value Measurements (Narrative) (Details)       HTML     26K 
48: R31         Investments - Schedule of maturities for            HTML     32K 
                short-term investments (Details)                                 
49: R32         Investments (Narrative) (Details)                   HTML     45K 
50: R33         Derivatives and Risk Management (Narrative)         HTML     39K 
                (Details)                                                        
51: R34         Derivatives and Risk Management - Hedge Position    HTML     98K 
                (Details)                                                        
52: R35         Derivatives and Risk Management Derivatives and     HTML     39K 
                Risk Management - Offsetting Assets and                          
                Liabilities (Details)                                            
53: R36         Derivatives and Risk Management - Designated Hedge  HTML     27K 
                Gains (Losses) (Details)                                         
54: R37         Long-Term Debt - Schedule of Fair Values (Details)  HTML     31K 
55: R38         Long-Term Debt Long-Term Debt (Narratives)          HTML     37K 
                (Details)                                                        
56: R39         Employee Benefit Plans - Schedule of Benefit Plan   HTML     44K 
                Components (Details)                                             
57: R40         Commitments and Contingencies - Aircraft Purchase   HTML     38K 
                Commitments By Period (Details)                                  
58: R41         Commitments and Contingencies - Aircraft Purchase   HTML     33K 
                Commitments By Aircraft (Details)                                
59: R42         Commitments and Contingencies - Aircraft Purchase   HTML     36K 
                Commitment Activity (Details)                                    
60: R43         Commitments and Contingencies - Legal and Other     HTML     23K 
                Contingencies (Details)                                          
61: R44         Accumulated Other Comprehensive Loss - Schedule of  HTML     51K 
                AOCI Components (Details)                                        
62: R45         Segments (Narrative) (Details)                      HTML     26K 
63: R46         Segments - Schedule of Segment Reporting (Details)  HTML     54K 
64: R47         Restructuring - Schedule of Restructuring Charges   HTML     29K 
                (Details)                                                        
65: R48         Restructuring - Narrative (Details)                 HTML     23K 
66: R49         Earnings Per Share - Schedule of Computation for    HTML     41K 
                Earnings Per Share Types (Details)                               
68: XML         IDEA XML File -- Filing Summary                      XML    112K 
17: XML         XBRL Instance -- dal630201710q_htm                   XML   1.51M 
67: EXCEL       IDEA Workbook of Financial Reports                  XLSX     57K 
13: EX-101.CAL  XBRL Calculations -- dal-20170630_cal                XML    188K 
14: EX-101.DEF  XBRL Definitions -- dal-20170630_def                 XML    391K 
15: EX-101.LAB  XBRL Labels -- dal-20170630_lab                      XML   1.06M 
16: EX-101.PRE  XBRL Presentations -- dal-20170630_pre               XML    627K 
12: EX-101.SCH  XBRL Schema -- dal-20170630                          XSD    108K 
69: JSON        XBRL Instance as JSON Data -- MetaLinks              258±   380K 
70: ZIP         XBRL Zipped Folder -- 0000027904-17-000013-xbrl      Zip    239K

‘EX-10.4’ — Material Contract

This Exhibit is an HTML Document rendered as filed. [ Alternative Formats ]

<! C: C:

Exhibit

EXHIBIT 10.4

TERMS OF 2017 RESTRICTED STOCK AWARD¹


Participants:	All members of Delta’s Board of Directors (the “Board”) who are not employees of Delta (“Non-Employee Directors”). These directors are:



Francis S. Blake	Jeanne P. Jackson
Daniel A. Carp	George N. Mattson
David G. DeWalt	Sergio A. L. Rial
William H. Easter III	Kathy N. Waller
Mickey P. Foret


Type of Award:	Restricted Stock, as defined and granted under the Delta Air Lines, Inc. Performance Compensation Plan (the “Performance Compensation Plan”).


Grant Date:	June 30, 2017

Number of


Shares:	The number of shares of Restricted Stock granted to each Non-Employee Director equals the result of the following formula: $160,000 divided by Y, where

Y = the closing price of Delta Common Stock, par value $0.0001 per share, on the New York Stock Exchange on the Grant Date.


Partial Shares:	Any partial shares resulting from the above formula will be ignored and the aggregate shares of Restricted Stock for each Non-Employee Director will be rounded up to the nearest whole ten shares.


Vesting:	Each grant awarded to a Non-Employee Director under the terms of this Attachment A (a “2017 Grant”) will vest (the “Vesting Date”) on the earlier of (1) June 30, 2018 and (2) the date of Delta’s 2018 Annual Meeting of Stockholders, subject to such Non-Employee Director’s continued service as a member of the Board on the Vesting Date.

Accelerated


Vesting:	Notwithstanding the foregoing, accelerated vesting will occur prior to the Vesting Date as follows: individual 2017 Grants will immediately vest on the date such Non-Employee Director ceases to be a member

_______________________

¹ In accordance with these terms, each Non-Employee Director other than the Chairman of the Board received 3,260 shares of Restricted Stock on June 30, 2017. This is equal to $175,000 divided by $53.74 (the closing price of Delta Common Stock on the New York Stock Exchange “NYSE” on June 30, 2017), rounded up to the nearest whole ten shares. The Chairman of the Board received 5,680 shares of Restricted Stock on June 30, 2017. This is equal to $305,000 divided by $53.74(the closing price of Delta Common Stock on the NYSE on June 30, 2107), rounded up to the nearest whole ten shares.

EXHIBIT 10.4

of the Board due to death, Disability or Retirement. For purposes of the 2017 Grant, (1) “Disability” means the Non-Employee Director’s inability to perform his or her duties as a member of the Board for a period of 180 or more days as a result of a demonstrable injury or disease and (2) “Retirement” means retiring from the Board (i) at or after age 52 with at least ten years of service as a director; (ii) at or after age 68 with at least five years of service as a director; or (iii) at the Non-Employee Director’s mandatory retirement date.


Forfeiture:	Except as expressly set forth above, a Non-Employee Director will immediately forfeit any unvested Restricted Stock on the date such Non-Employee Director ceases to be a member of the Board for any reason, other than due to death, Disability or Retirement.


Dividends:	In the event a cash dividend is paid with respect to shares of Delta Common Stock at a time during which the 2017 Grant is unvested, the Non-Employee Director will be eligible to receive the dividend when the 2017 Grant vests.

Dates Referenced Herein and Documents Incorporated by Reference

This ‘10-Q’ Filing	Date	Other Filings

	6/30/18	10-Q
Filed on:	7/13/17	4, 8-K
For Period end:	6/30/17	4, 8-K, DEF 14A
		List all Filings

4 Subsequent Filings that Reference this Filing

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 2/12/24  Delta Air Lines, Inc.             10-K       12/31/23  113:14M
 2/10/23  Delta Air Lines, Inc.             10-K       12/31/22  114:16M
 2/11/22  Delta Air Lines, Inc.             10-K       12/31/21  113:16M
 2/12/21  Delta Air Lines, Inc.             10-K       12/31/20  122:17M

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Filing Submission 0000027904-17-000013 – Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)