Southwest Airlines (LUV) Proxy filing summary

Executive summary

• The Board recommends voting for all director nominees at the 2026 Annual Meeting scheduled for May 7, 2026.

• Recent bylaw amendments were adopted to address litigation risks and align with Texas law changes.

• The company has achieved record revenues, margin expansion, and strong cash flow following operational and policy changes.

Voting matters and shareholder proposals

• ISS and Glass Lewis recommended votes against certain directors due to recent bylaw amendments.

• The Board disagrees with proxy advisor recommendations and urges support for all nominees.

Board of directors and corporate governance

• Amendments to bylaws include a 3% ownership threshold for initiating derivative proceedings and exclusive forum provisions.

• The Board believes these changes balance shareholder rights and litigation efficiency.

• Directors subject to negative proxy advisor recommendations include members of the Nominating and Corporate Governance Committee.