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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): February 4, 2025
southwestimage.jpg
SOUTHWEST AIRLINES CO.
(Exact name of registrant as specified in its charter)

Texas1-725974-1563240
(State or other jurisdiction(Commission(I.R.S. Employer
of incorporation)File Number)Identification No.)
P. O. Box 36611
Dallas,Texas75235-1611
(Address of principal executive offices)(Zip Code)

Registrant's telephone number, including area code:   (214) 792-4000


Not Applicable
Former name or former address, if changed since last report

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:

    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 classTrading SymbolName of each exchange on which registered
Common Stock ($1.00 par value)LUVNew 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.

Item 5.02(b)

On February 4, 2025, Eduardo F. Conrado and Elaine Mendoza, each a member of the Board of Directors (the “Board”) of Southwest Airlines Co. (the “Company”), notified the Company and the Board that they will not stand for re-election at the Company’s 2025 Annual Meeting of Shareholders (the “2025 Annual Meeting”) and will retire from the Board effective immediately following the 2025 Annual Meeting. In connection with the Cooperation Agreement by and among the Company, Elliott Investment Management L.P., a Delaware limited partnership, Elliott Associates, L.P., a Delaware limited partnership, Elliott International, L.P., a Cayman Islands limited partnership, and The Liverpool Limited Partnership, a Bermuda limited partnership, the Company previously reported that two incumbent directors as of October 23, 2024 would not stand for re-election to the Board at the 2025 Annual Meeting of Shareholders.

Mr. Conrado’s and Ms. Mendoza’s departures are not the result of any disagreement with the Company on any matter relating to the Company’s operations, policies, or practices.




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.

SOUTHWEST AIRLINES CO.
February 7, 2025By:/s/ Jeff Novota
Jeff Novota
General Counsel & Corporate Secretary






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Feb. 04, 2025
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Entity Incorporation, State or Country Code TX
Entity Address, Address Line One P. O. Box 36611
Entity Address, City or Town Dallas,
Entity Address, State or Province TX
Entity Address, Postal Zip Code 75235-1611
Document Type 8-K
Document Period End Date Feb. 04, 2025
Entity Registrant Name SOUTHWEST AIRLINES CO.
Entity File Number 1-7259
Entity Tax Identification Number 74-1563240
City Area Code 214
Local Phone Number 792-4000
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Pre-commencement Issuer Tender Offer false
Entity Emerging Growth Company false
Amendment Flag false
NEW YORK STOCK EXCHANGE, INC.  
Document Information [Line Items]  
Title of 12(b) Security Common Stock ($1.00 par value)
Trading Symbol LUV
Security Exchange Name NYSE

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