8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 OR 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): April 27, 2023

DELTA AIR LINES, INC.

(Exact name of registrant as specified in its charter)

Delaware	001-05424	58-0218548
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

P.O. Box 20706, Atlanta, Georgia 30320-6001

(Address of principal executive offices)

Registrant’s telephone number, including area code: (404) 715-2600

Registrant’s Web site address: www.delta.com

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol	Name of each exchange on which registered
Common Stock, par value $0.0001 per share	DAL	New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On April 27, 2023, the Board of Directors of Delta Air Lines, Inc. (“Delta”) elected Vasant Prabhu to Delta’s Board of Directors. The Board of Directors appointed Mr. Prabhu to serve on the Board’s Finance Committee and Safety & Security Committee, effective immediately following his election.

Mr. Prabhu will be compensated for his service as a director on the same basis as other non-employee directors of Delta. Delta’s non-employee director compensation, including certain benefits, is described under the heading “Director Compensation” in Delta’s proxy statement for its 2023 Annual Meeting of Shareholders filed with the Securities and Exchange Commission.

A copy of Delta’s press release announcing Mr. Prabhu’s election to the Board of Directors is attached to this report as Exhibit 99.1.

Item 9.01 Financial Statements and Exhibits.

(d)  Exhibits.

Exhibit 99.1	Press Release dated April 28, 2023 titled “Delta Board of Directors Names Vasant Prabhu as Newest Member”
Exhibit 104	The cover page from this Current Report on Form 8-K, formatted in Inline XBRL

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	DELTA AIR LINES, INC.
	By:   /s/ Peter W. Carter
Date: April 28, 2023	Peter W. Carter Executive Vice President – External Affairs

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EX-99.1

Exhibit 99.1

CONTACT:	Corporate Communications
	404-715-2554, media@delta.com

Delta Board of Directors Names Vasant Prabhu as Newest Member

ATLANTA, April 28, 2023 – Delta Air Lines’ (NYSE:DAL) board of directors today announced Vasant Prabhu as its newest member.

Mr. Prabhu is the Vice Chair, Chief Financial Officer of Visa Inc. He has been Chief Financial officer since 2015 and was elected Vice Chair in 2019. He will retire from Visa on September 30, 2023.

“Vasant’s extensive financial experience as a chief financial officer of several large public companies, as well as his substantial global management experience, will contribute valuable expertise to Delta’s board,” said Frank Blake, Delta’s non-executive Chair of the board. “Most importantly, he shares Delta’s values of always putting people first as we serve our customers, employees, owners and communities.”

Prior to his tenure at Visa Inc., Mr. Prabhu served as Chief Financial Officer for NBCUniversal Media, LLC from May 2014 to February 2015, Chief Financial Officer and Vice Chairman of Starwood Hotels & Resorts Worldwide, Inc. from 2004 to May 2014 and Executive Vice President and Chief Financial Officer of Safeway, Inc. from 2000 to 2004. Mr. Prabhu has also held senior leadership roles at The McGraw-Hill Companies, Inc., PepsiCo, Inc. and Booz Allen Hamilton.

He holds an M.B.A. from the University of Chicago Booth School of Business and a Bachelor of Technology in Engineering from the Indian Institute of Technology.

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XML

Cover	Apr. 27, 2023
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Apr. 27, 2023
Entity File Number	001-05424
Entity Registrant Name	DELTA AIR LINES, INC.
Entity Central Index Key	0000027904
Entity Tax Identification Number	58-0218548
Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	P.O. Box 20706
Entity Address, City or Town	Atlanta
Entity Address, State or Province	GA
Entity Address, Postal Zip Code	30320-6001
City Area Code	(404)
Local Phone Number	715-2600
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock, par value $0.0001 per share
Trading Symbol	DAL
Security Exchange Name	NYSE
Entity Emerging Growth Company	false