DAL 10-K Annual Report Dec. 31, 2020 | Alphaminr
DELTA AIR LINES, INC.

DAL 10-K Fiscal year ended Dec. 31, 2020

DELTA AIR LINES, INC.
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TABLE OF CONTENTS
Part IItem 1. BusinessItem 1A. Risk FactorsItem 1B. Unresolved Staff CommentsItem 2. PropertiesItem 3. Legal ProceedingsItem 4. Mine Safety DisclosuresItem 5. Market InformationPart IIItem 5. Market For Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases Of Equity SecuritiesItem 5. Market For Registrant's Common Equity, Related Stockholder Matters andItem 6. (reserved)Item 7. Md&aItem 7. Management's Discussion and Analysis Of Financial Condition and Results Of OperationsItem 7. Management's Discussion and Analysis Of Financial Condition and ResultsItem 7. Md&a - Financial HighlightsItem 7. Md&a - Results Of OperationsItem 7. Md&a - Non-operating ResultsItem 7. Md&a - Refinery SegmentItem 7. Md&a - Financial Condition and LiquidityItem 7. Md&a - Critical Accounting EstimatesItem 7. Md&a - Supplemental InformationItem 7. Md&a - Glossary Of Defined TermsItem 7A. Market RiskItem 7A. Quantitative and Qualitative Disclosures About Market RiskItem 8. Financial Statements and Supplementary DataNote 1. Summary Of Significant Accounting PoliciesNote 2. Impact Of The Covid-19 PandemicNote 3. Revenue RecognitionNote 4. Fair Value MeasurementsNote 5. InvestmentsNote 6. Derivatives and Risk ManagementNote 7. Goodwill and Intangible AssetsNote 8. DebtNote 9. LeasesNote 10. Airport RedevelopmentNote 11. Employee Benefit PlansNote 12. Commitments and ContingenciesNote 13. Income TaxesNote 14. Equity and Equity CompensationNote 15. Accumulated Other Comprehensive LossNote 16. SegmentsNote 17. (loss)/earnings Per ShareItem 9. Changes in and Disagreements with Accountants on Accounting and Financial DisclosureItem 9. Changes in and Disagreements with Accountants on Accounting andItem 9A. Controls and ProceduresItem 9B. Other InformationPart IIIItem 10. Directors, Executive Officers and Corporate GovernanceItem 11. Executive CompensationItem 12. Security Ownership Of Certain Beneficial Owners and Management and Related Stockholder MattersItem 12. Security Ownership Of Certain Beneficial Owners and Management andItem 13. Certain Relationships and Related Transactions, and Director IndependenceItem 13. Certain Relationships and Related Transactions, and DirectorItem 14. Principal Accountant Fees and ServicesPart IVItem 15. Exhibits and Financial Statement SchedulesItem 16. Form 10-k Summary

Exhibits

Delta'sAmended and Restated Certificate of Incorporation (Filed as Exhibit 3.1 to Delta's Current Report on Form 8-K as filed on April 30, 2007).*Amendment to Amended and Restated Certificate of Incorporation (Filed as Exhibit 3.1 to Delta's Current Report on Form 8-K as filed on June 27, 2014).*Delta's Bylaws (Filed as Exhibit 3.1 to Delta's Current Report on Form 8-K as filed on February 8, 2019).*Descriptionof Registrant's Securities.Credit Agreement, dated as of April 19, 2018, among Delta Air Lines, Inc., asborrower,thelendersparty theretoand JP Morgan Chase Bank, N.A., asadministrativeagent(Filed as Exhibit 10.1 to Delta's Quarterly Report on Form 10-Q for the quarter ended June 30, 2018).*Amendment No. 1 to Credit Agreement, dated as of June 29, 2020, among Delta Air Lines, Inc.,the lenders party thereto, andJP Morgan Chase Bank, N.A., as administrative agent(Filed as Exhibit 10.5to Delta's Quarterly Report on Form 10-Q for the quarter ended June 30, 2020).*364-Day Term Loan Credit Agreement, dated as of March 17, 2020, among Delta Air Lines, Inc.,thelenders party thereto,andJP Morgan Chase Bank, N.A., as administrativeagent(Filed as Exhibit 10.1to Delta's Quarterly Report on Form 10-Q for the quarter endedMarch 31, 2020).*Amendment No. 1 to 364-Day Term Loan Credit Agreement, dated as of April 3, 2020, among Delta Air Lines, Inc.,the lenders party thereto, andJP Morgan Chase Bank, N.A., as administrative agent(Filed as Exhibit 10.4(a)to Delta's Quarterly Report on Form 10-Q for the quarter endedJune 30, 2020).*Amendment No.2to 364-Day Term Loan Credit Agreement, dated as ofJune 29, 2020, among Delta Air Lines, Inc., the lenders party thereto, and JP Morgan Chase Bank, N.A., as administrative agent (Filed as Exhibit 10.4(b) to Delta's Quarterly Report on Form 10-Q for the quarter ended June 30, 2020).*Payroll Support Program Agreement, dated as of April 20, 2020, between Delta Air Lines, Inc. and the United States Department of the Treasury(Filed as Exhibit 10.1to Delta's Quarterly Report on Form 10-Q for the quarter ended June 30, 2020).*Warrant Agreement, dated as of April 20, 2020, between Delta Air Lines, Inc. and the United States Department of the Treasury(Filed as Exhibit 10.2to Delta's Quarterly Report on Form 10-Q for the quarter ended June 30, 2020).*Form of Warrant to Purchase Common Stock.Term Loan Credit Agreement, dated as of April29, 2020, among Delta Air Lines, Inc., the lenders party thereto,andBarclays Bank PLC, as administrative agent(Filed as Exhibit 10.1 to Deltas Current Report on Form 8-K filed with the Securities and Exchange Commission on April 30, 2020).*Term Loan Credit and Guaranty Agreement, dated as of September 23, 2020, among Delta, SMIP, the guarantors party thereto, Barclays Bank PLC, as administrative agent, U.S. Bank National Association, as collateral administrator, and the lenders party thereto (filed as Exhibit 10.1 to Delta's Current Report on Form 8-K filed with the Securities and Exchange Commission on September 25, 2020)*.Payroll Support ProgramExtensionAgreement, dated as ofJanuary 15, 2021, between Delta Air Lines, Inc. and the United States Department of the Treasury.Warrant Agreement, dated as ofJanuary 15, 2021, between Delta Air Lines, Inc. and the United States Department of the Treasury.Form of Warrant to Purchase Common Stock.Anchor Tenant Agreement dated as of December 9, 2010 between JFK International Air Terminal LLC and Delta Air Lines, Inc. (Filed as Exhibit 10.4 to Delta's Annual Report on Form 10-K for the year ended December 31, 2010).*Amended and Restated Agreement of Lease by and between The Port Authority of New York and New Jersey and Delta Air Lines, Inc., dated as of September 13, 2017 (Filed as Exhibit 10.1 to Deltas Quarterly Report on Form 10-Q for the quarter ended September 30, 2017).*Airbus A330-900neo Aircraft and A350-900 Aircraft Purchase Agreement dated as of November 24, 2014 between Airbus S.A.S and Delta Air Lines, Inc. (Filed as Exhibit 10.9 to Delta's Annual Report on Form 10-K for the year ended December 31, 2014).*/**Amendment No. 3, dated May 10, 2017, to Airbus A330-900 Aircraft and A350-900 Aircraft Purchase Agreement dated as of November 24, 2014 between Airbus S.A.S. and Delta Air Lines, Inc. (Amendment No. 3) (Filed as Exhibit 10.2(a) to Delta's Quarterly Report on Form 10-Q for the quarter ended June 30, 2017).*/**Letter Agreements, dated May 10, 2017, relating to Amendment No. 3 (Filed as Exhibit 10.2(b) to Delta's Quarterly Report on Form 10-Q for the quarter ended June 30, 2017).*/**Amendment No. 8, dated as of October 30, 2018, to Airbus A330-900 Aircraft and A350-900 Aircraft Purchase Agreement dated as of November 24, 2014 between Airbus S.A.S. and Delta Air Lines, Inc. (Amendment No. 8) (Filed as Exhibit 10.7(d) to Deltas Annual Report on Form 10-K for the year ended December 31, 2018).*/**Letter Agreements, dated as of October 30, 2018, relating to Amendment No. 8 (Filed as Exhibit 10.7(e) to Deltas Annual Report on Form 10-K for the year ended December 31, 2018).*/**Amendment No 11, dated as of July 30, 2020 to Airbus A330-900 Aircraft and A350-900 Aircraft Purchase Agreement, dated as of November 24, 2014 between Delta and Airbus S.A.S.(Filed as Exhibit 10.1(a) toDelta's Quarterly Report on Form 10-Q for the quarter endedSeptember30, 2020).*/**Amended and Restated Letter Agreement No. 1, dated as of July 30, 2020, relating to Airbus A330-900 Aircraft and A350-900 Aircraft Purchase Agreement dated as of November 24, 2014(Filed as Exhibit 10.1(b) to Delta's Quarterly Report on Form 10-Q for the quarter ended September 30, 2020).*/**Amended and Restated Letter Agreement No. 4, dated as of July 30, 2020, relating to Airbus A330-900 Aircraft and A350-900 Aircraft Purchase Agreement dated as of November 24, 2014**(Filed as Exhibit 10.1(c) to Delta's Quarterly Report on Form 10-Q for the quarter ended September 30, 2020).*/**Airbus A321neo Aircraft Purchase Agreement dated as of December 15, 2017 between Airbus S.A.S. and Delta Air Lines, Inc. (Filed as Exhibit 10.10 to Deltas Annual Report on Form 10-K for the year ended December 31, 2017).*/**Amendment No. 2, dated as of July 30, 2020 to Airbus A321neo Aircraft Purchase Agreement, dated as of December 15, 2017 between Delta and Airbus S.A.S.(Filed as Exhibit 10.2(a) to Delta's Quarterly Report on Form 10-Q for the quarter ended September 30, 2020).*/**Amended and Restated Letter AgreementNo.3, dated as of July 30, 2020, relating to Airbus A321neo Aircraft Purchase Agreement, dated as of December 15, 2017 between Delta and Airbus S.A.S.(Filed as Exhibit 10.2(b) to Delta's Quarterly Report on Form 10-Q for the quarter ended September 30, 2020).*/**FrameworkAgreement, dated as of September 26, 2019, by and between LATAM Airlines Group S.A. and Delta Air Lines, Inc. (Filed as Exhibit 10.1 to Delta Quarterly Report on Form 10-Q for the quarter ended September 30, 2019).*/**Delta Air Lines, Inc. Performance Compensation Plan (Filed as Exhibit 10.2 to Delta's Quarterly Report on Form 10-Q for the quarter ended June 30, 2016).*Delta Air Lines, Inc. Officer and Director Severance Plan, as amended and restated as of June 1, 2016 (Filed as Exhibit 10.3 to Delta's Quarterly Report on Form 10-Q for the quarter ended June 30, 2016).*Amendment to Delta Air Lines, Inc. Officer and Director Severance Plan, as amended and restated as of June 1, 2016.Description of Certain Benefits of Members of the Board of Directors and Executive Officers (Filed as Exhibit 10.3to Delta'sQuarterlyReport on Form 10-Qfor thequarterendedMarch31, 2020).*Delta Air Lines, Inc. 2018 Long-Term Incentive Program (Filed as Exhibit 10.17 to Deltas Annual Report on Form 10-K for the year ended December 31, 2017).*Model Award Agreement for the Delta Air Lines, Inc. 2018 Long-Term Incentive Program (Filed as Exhibit 10.1 to Deltas Quarterly Report on Form 10-Q for the quarter ended March 31, 2018).*Delta Air Lines, Inc. 2019 Long-Term Incentive Program (Filed as Exhibit 10.16 to Deltas Annual Report on Form 10-K for the year ended December 31, 2018).*Model Award Agreement for the Delta Air Lines, Inc. 2019 Long-Term Incentive Program (Filed as Exhibit 10.1 to Deltas Quarterly Report on Form 10-Q for the quarter ended March 31, 2019).*DeltaAir Lines, Inc. 2020 Long-Term Incentive Program(Filed as Exhibit 10.14to Deltas Annual Report on Form 10-K for the year ended December 31, 2019).*Model Award Agreement for the Delta Air Lines, Inc. 2020Long-Term Incentive Program (Filed as Exhibit 10.2to Deltas Quarterly Report on Form 10-Q for the quarter ended March 31, 2020).*Delta Air Lines, Inc. 2020Management Incentive Plan (Filed as Exhibit 10.16to Deltas Annual Report on Form 10-K for the year ended December 31, 2019).*DeltaAir Lines, Inc.Management Incentive Plan.Delta Air Lines, Inc. Restoration Long Term Disability Plan (Filed as Exhibit 10.24 to Delta's Annual Report on Form 10-K for the year ended December 31, 2011).*Terms of 2020Restricted Stock Awardsfor Non-Employee Directors (filed as Exhibit 10.6to Deltas Quarterly Report on Form 10-Q for the quarter ended June 30, 2020).*Subsidiaries of the Registrant.Consent of Ernst & Young LLP.Rule 13a-14(a)/15d-14(a) Certification of Chief Executive Officer.Rule 13a-14(a)/15d-14(a) Certification ofInterimCo-Chief Financial Officer.Rule 13a-14(a)/15d-14(a) Certification ofInterimCo-Chief Financial Officer.Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act 2002.