Delta Air Lines (DAL) Proxy filing summary

Executive summary

• Celebrated centennial year in 2025, achieving industry-leading operational reliability and financial performance, including $8.3B in operating cash flow and $4.6B in free cash flow, with a 115% unit revenue premium over peers.

• Recognized for customer service, employee engagement, and sustainability, with significant investments in people, network, and premium products.

• Board and management succession planning included retirements and new executive appointments in early 2026.

Voting matters and shareholder proposals

• Shareholders to vote on election of 14 directors, advisory vote on executive compensation, ratification of Ernst & Young LLP as auditors, and two shareholder proposals: right to act by written consent and adoption of cumulative voting.

• Board recommends voting FOR all director nominees, FOR executive compensation and auditor ratification, and AGAINST both shareholder proposals.

Board of directors and corporate governance

• Board consists of 14 nominees, 12 of whom are independent, with diverse backgrounds and an average tenure of 6.6 years.

• Board committees include Audit, Corporate Governance, Finance, Personnel & Compensation, and Safety & Security, all with defined oversight roles.

• Annual board and committee self-evaluations, robust succession planning, and regular refreshment to ensure diversity and relevant expertise.

• Shareholders have proxy access, annual director elections, and the right to call special meetings with 20% ownership.