DELTA AIR LINES, INC. — Director's Dealing 2019

Jun 4, 2019

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: DELTA AIR LINES INC /DE/ (DAL)
CIK: 0000027904
Period of Report: 2019-06-01

Reporting Person: Carroll William C (SVP, Finance & Controller)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	29394	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Employee Stock Option (right to buy)	$49.33	2027-02-01	Common Stock (9390)		Direct
Employee Stock Option (right to buy)	$51.23	2028-02-07	Common Stock (12140)		Direct

Footnotes

F1: Of the reported shares, 16,626 shares are restricted common stock. Of those restricted shares, (i) 2,840 were granted to the Reporting Person on February 9, 2017 and will vest on February 1, 2020, (ii) 5,466 were granted to the Reporting Person on February 8, 2018 and will vest 50% on February 1, 2020 and 2021, and (iii) 8,320 were granted to the Reporting Person on February 6, 2019 and will vest in three equal annual installments on February 1, 2020, 2021 and 2022. The grants of restricted stock were approved by the Personnel & Compensation Committee ("P&C Committee") of Delta's Board of Directors and are exempt from Section 16(b) of the Securities Exchange Act of 1934 ("Exchange Act") under Rule 16b-3(d).

F2: On February 9, 2017, the P&C Committee granted to the Reporting Person an option to purchase 9,390 shares of common stock. The option vests based on Delta's satisfaction of certain performance criteria. Because the performance criteria were met, the option as to 6,260 shares vested, and the option for the remaining 3,130 shares will vest on February 1, 2020. The performance criteria was certified by the P&C Committee on February 8, 2018. This grant was approved by the P&C Committee and is exempt from Section 16(b) of the Exchange Act under Rule 16b-3(d).

F3: On February 8, 2018, the P&C Committee granted to the Reporting Person an option to purchase 12,140 shares of common stock. The option vests based on Delta's satisfaction of certain performance criteria. Because the performance criteria were met, the option as to 4,047 shares vested, and the option for the remaining 8,093 shares will vest in equal installments on February 1, 2020 and February 1, 2021. The performance criteria was certified by the P&C Committee on February 6, 2019. This grant was approved by the P&C Committee and is exempt from Section 16(b) of the Exchange Act under Rule 16b-3(d).