Executive Change · Shareholder Vote

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): June 19, 2025   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.   (e) At the Annual Meeting of Shareholders of Delta Air Lines, Inc. (the “Company”) held on June 19, 2025 (the “2025 Annual Meeting”), the Company’s shareholders approved the Delta Air Lines, Inc. Performance Compensation Plan, as amended and restated effective June 19, 2025 (the “Performance Compensation Plan”), which was previously approved by the Company’s Board of Directors subject to approval by the Company’s shareholders. The Performance Compensation Plan amends and restates the Delta Air Lines, Inc. Performance Compensation Plan currently in effect, which was approved by the Company’s shareholders in June 2016.   The material terms of the Performance Compensation Plan currently in effect are unchanged, other than (i) an increase of 9,600,000 in the number of shares authorized for issuance under the plan, and (ii) an extension of the expiration date of the plan from June 10, 2026 to June 19, 2035.   For a description of the terms and conditions of the Performance Compensation Plan, see “Key Features of the Performance Compensation Plan” and “Summary of the Performance Compensation Plan” under “Proposal 3 – Approval of Amendment and Restatement of Performance Compensation Plan” in the definitive proxy statement for the 2025 Annual Meeting filed on April 25, 2025, which description is incorporated herein by reference.   Item 5.07. Submission of Matters to a Vote of Security Holders.   At the Company’s 2025 Annual Meeting, five proposals were voted upon by the Company’s shareholders. The proposals are described in detail in the Company’s definitive proxy statement for the 2025 Annual Meeting filed on April 25, 2025.   A brief description of the proposals and the final results of the votes for each matter follows:   1. The shareholders elected all fourteen director nominees, each to serve as a member of the Company’s Board of Directors until the Company’s next annual meeting of shareholders and the election and qualification of his or her successor, or until such director’s earlier death, disqualification, resignation or removal:     For Against Abstain Broker Non-Votes Edward H. Bastian 466,190,874 1,094,013 473,377 90,384,477 Christophe Beck 465,839,703 1,376,469 542,092 90,384,477 Maria Black 465,515,533 1,708,197 534,534 90,384,477 Willie CW Chiang 465,623,789 1,585,413 549,062 90,384,477 Greg Creed 455,473,237 11,718,598 566,429 90,384,477 David G. DeWalt 442,661,333 24,548,179 548,752 90,384,477 Leslie D. Hale 464,284,397 2,924,199 549,668 90,384,477 Christopher A. Hazleton 465,979,288 1,194,534 584,442 90,384,477 Michael P. Huerta 456,488,760 10,397,386 872,118 90,384,477 Judith J. McKenna 466,492,650 737,695 527,919 90,384,477 Vasant M. Prabhu 466,182,953 1,021,619 553,692 90,384,477 Sergio A. L. Rial 423,968,142 43,243,991 546,131 90,384,477 David S. Taylor 452,224,421 14,997,782 536,061 90,384,477 Kathy N. Waller 457,368,133 9,541,055 849,076 90,384,477         2       2. The shareholders approved the advisory vote on executive compensation:   For   Against Abstain   Broker Non-Votes 445,434,238 21,175,222 1,148,804 90,384,477   3. The shareholders approved the amendment and restatement of the Company’s Performance Compensation Plan:   For   Against Abstain   Broker Non-Votes 450,738,224 16,201,131 818,909 90,384,477   4. The shareholders ratified the appointment of Ernst & Young LLP as the Company’s independent auditors for 2025:   For   Against Abstain   Broker Non-Votes 552,159,951 5,261,517 721,273 Not Applicable   5. The shareholders did not approve the adoption of a shareholder proposal requesting the ability for shareholders to act by written consent:   For   Against Abstain   Broker Non-Votes 198,223,483 262,330,586 7,204,195 90,384,477             3       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                               Peter W. Carter     Executive Vice President – Chief External Affairs Officer Date: June 20, 2025                 4