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Delta Air Lines, Inc. – ‘10-Q’ for 6/30/19 – ‘EX-10.1’

On:  Thursday, 7/11/19, at 4:25pm ET   ·   For:  6/30/19   ·   Accession #:  27904-19-8   ·   File #:  1-05424

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

 7/11/19  Delta Air Lines, Inc.             10-Q        6/30/19   70:8.4M

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   1.19M 
 2: EX-10.1     Material Contract                                   HTML     29K 
 3: EX-15       Letter re: Unaudited Interim Financial Info         HTML     21K 
 4: EX-31.1     Certification -- §302 - SOA'02                      HTML     26K 
 5: EX-31.2     Certification -- §302 - SOA'02                      HTML     26K 
 6: EX-32       Certification -- §906 - SOA'02                      HTML     24K 
13: R1          Document and Entity Information                     HTML     73K 
14: R2          Consolidated Balance Sheets (Unaudited)             HTML    143K 
15: R3          Consolidated Balance Sheets (Unaudited)             HTML     43K 
                (Parentheticals)                                                 
16: R4          Condensed Consolidated Statements of Operations     HTML    104K 
                and Comprehensive Income (Unaudited)                             
17: R5          Condensed Consolidated Statements of Cash Flows     HTML     76K 
                (Unaudited)                                                      
18: R6          Condensed Consolidated Statements of Cash Flows     HTML     37K 
                (Unaudited) - Reconciliation of Cash, Cash                       
                Equivalents, and Restricted Cash                                 
19: R7          Consolidated Statements of Stockholders' Equity     HTML     92K 
                (Unaudited)                                                      
20: R8          Consolidated Statements of Stockholders' Equity     HTML     23K 
                (Unaudited) (Parentheticals)                                     
21: R9          Summary of Significant Accounting Policies          HTML     29K 
22: R10         Revenue Recognition                                 HTML    109K 
23: R11         Fair Value Measurements                             HTML     63K 
24: R12         Investments                                         HTML     39K 
25: R13         Derivatives and Risk Management                     HTML    136K 
26: R14         Debt                                                HTML     86K 
27: R15         Employee Benefit Plans                              HTML     64K 
28: R16         Commitments and Contingencies                       HTML     44K 
29: R17         Accumulated Other Comprehensive Loss                HTML     53K 
30: R18         Segments                                            HTML    120K 
31: R19         Earnings Per Share                                  HTML     45K 
32: R20         Summary of Significant Accounting Policies          HTML     29K 
                (Policies)                                                       
33: R21         Revenue Recognition (Tables)                        HTML    102K 
34: R22         Fair Value Measurements (Tables)                    HTML     55K 
35: R23         Derivatives and Risk Management (Tables)            HTML    155K 
36: R24         Debt (Tables)                                       HTML     93K 
37: R25         Employee Benefit Plans (Tables)                     HTML     63K 
38: R26         Commitments and Contingencies (Tables)              HTML     35K 
39: R27         Accumulated Other Comprehensive Loss (Tables)       HTML     53K 
40: R28         Segments (Tables)                                   HTML    120K 
41: R29         Earnings Per Share (Tables)                         HTML     44K 
42: R30         Summary of Significant Accounting Policies -        HTML     24K 
                Narrative (Details)                                              
43: R31         Revenue Recognition - Passenger Revenue (Details)   HTML     33K 
44: R32         Revenue Recognition - Narrative (Details)           HTML     28K 
45: R33         Revenue Recognition - Other Revenue (Details)       HTML     33K 
46: R34         Revenue Recognition - Loyalty Program Liability     HTML     31K 
                (Details)                                                        
47: R35         Revenue Recognition - Revenue by Geographic Region  HTML     40K 
                (Details)                                                        
48: R36         Fair Value Measurements - Schedule of Fair Value    HTML     69K 
                Measurements on a Recurring Basis (Details)                      
49: R37         Investments - Narrative (Details)                   HTML     70K 
50: R38         Derivatives and Risk Management - Hedge Position    HTML    102K 
                (Details)                                                        
51: R39         Derivatives and Risk Management - Balance Sheet     HTML     29K 
                Location of Hedged Item (Details)                                
52: R40         Derivatives and Risk Management - Offsetting        HTML     39K 
                Assets and Liabilities (Details)                                 
53: R41         Derivatives and Risk Management - Hedge Gains       HTML     40K 
                (Losses) (Details)                                               
54: R42         Debt - Summary of Long-Term Debt (Details)          HTML     80K 
55: R43         Debt - Narrative (Details)                          HTML     29K 
56: R44         Debt - 2019-1 EETC (Details)                        HTML     36K 
57: R45         Debt - Availability Under Revolving Credit          HTML     27K 
                Facilities (Details)                                             
58: R46         Debt - Fair Value of Debt (Details)                 HTML     32K 
59: R47         Employee Benefit Plans - Components of Net          HTML     49K 
                (Benefit) Cost (Details)                                         
60: R48         Commitments and Contingencies - Aircraft Purchase   HTML     38K 
                Commitments By Period (Details)                                  
61: R49         Commitments and Contingencies - Aircraft Purchase   HTML     37K 
                Commitments By Aircraft (Details)                                
62: R50         Commitments and Contingencies - MD-90 Fleet         HTML     28K 
                Retirement (Details)                                             
63: R51         Accumulated Other Comprehensive Loss - Schedule of  HTML     63K 
                AOCI Components (Details)                                        
64: R52         Segments - Narrative (Details)                      HTML     27K 
65: R53         Segments - Schedule of Segment Reporting (Details)  HTML     58K 
66: R54         Earnings Per Share - Schedule of Computation for    HTML     46K 
                Earnings Per Share Types (Details)                               
68: XML         IDEA XML File -- Filing Summary                      XML    120K 
12: XML         XBRL Instance -- dal630201910q_htm                   XML   2.42M 
67: EXCEL       IDEA Workbook of Financial Reports                  XLSX     67K 
 8: EX-101.CAL  XBRL Calculations -- dal-20190630_cal                XML    196K 
 9: EX-101.DEF  XBRL Definitions -- dal-20190630_def                 XML    622K 
10: EX-101.LAB  XBRL Labels -- dal-20190630_lab                      XML   1.34M 
11: EX-101.PRE  XBRL Presentations -- dal-20190630_pre               XML    809K 
 7: EX-101.SCH  XBRL Schema -- dal-20190630                          XSD    133K 
69: JSON        XBRL Instance as JSON Data -- MetaLinks              302±   438K 
70: ZIP         XBRL Zipped Folder -- 0000027904-19-000008-xbrl      Zip    268K 


‘EX-10.1’   —   Material Contract


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



 <!   C:   C: 
  Exhibit  
EXHIBIT 10.1

TERMS OF 2019 RESTRICTED STOCK AWARD1 

Participants:
All members of Delta’s Board of Directors (the “Board”) who are not employees of Delta (“Non-Employee Directors”), which includes the Chairman of the Board (the “Chairman”). These directors are:
Francis S. Blake (Chairman)
Michael P. Huerta
Daniel A. Carp
Jeanne P. Jackson
Ashton B. Carter
George N. Mattson
David G. DeWalt
Sergio A. L. Rial
William H. Easter III
Kathy N. Waller

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

Grant Date:

Number of
Shares:
The number of shares of Restricted Stock granted to each
Non-Employee Director other than the Chairman equals the result of the following formula: $175,000 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.

The number of shares of Restricted Stock granted to the Chairman equals the result of the following formula: $305,000 divided by Y.

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 “2019 Grant”) will vest (the “Vesting Date”) on the earlier of (1) June 20, 2020 and (2) the date of Delta’s 2020 Annual Meeting of Stockholders, subject to such Non-Employee Director’s continued service as a member of the Board on the Vesting Date.


                                                     
1 In accordance with these terms, each Non-Employee Director other than the Chairman of the Board received 3,130 shares of Restricted Stock on June 20, 2019. This is equal to $175,000 divided by $55.97 (the closing price of Delta Common Stock on the New York Stock Exchange ("NYSE") on June 20, 2019), rounded up to the nearest whole ten shares. The Chairman of the Board received 5,450 shares of Restricted Stock on June 20, 2019. This is equal to $305,000 divided by $55.97 (the closing price of Delta Common Stock on the NYSE on June 20, 2019), rounded up to the nearest whole ten shares.




Accelerated
Vesting:
Notwithstanding the foregoing, accelerated vesting will occur prior to the Vesting Date as follows: individual 2019 Grants will immediately vest on the date such Non-Employee Director ceases to be a member of the Board due to death, Disability or Retirement. For purposes of the 2019 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 2019 Grant is unvested, the Non-Employee Director will be eligible to receive the dividend when the 2019 Grant vests.



Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘10-Q’ Filing    Date    Other Filings
6/20/20
Filed on:7/11/198-K
For Period end:6/30/19
6/20/193,  4,  8-K,  8-K/A,  DEF 14A
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Filing Submission 0000027904-19-000008   –   Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

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