What changed in this filing

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Item 1. Business

2025-02-11 compared with 2024-02-12 · 78 added, 46 removed, 156 unchanged (44% of the section changed)

In 2024, the U.S.

Environmental Protection Agency (the "EPA") finalized regulations defining certain per- and polyfluoroalkyl substances ("PFAS") as "hazardous substances" under the Comprehensive Environmental Response, Compensation, and Liability Act ("CERCLA"), and the EPA also finalized standards regulating PFAS under the Safe Drinking Water Act.

PFAS are man-made chemicals that have been used in a wide variety of consumer and industrial products, including the firefighting foams used to extinguish fuel-based fires at airports and refineries.

Numerous states have adopted regulations governing PFAS as well.

The EPA’s final rule under CERCLA, and analogous state laws could subject airports, airlines, and refineries, among others, to potential liability for cleanup of historical PFAS contamination associated with use of PFAS-containing firefighting foam.

In addition, some states have adopted legislation prohibiting the manufacture, sale, distribution and/or use of firefighting foam containing intentionally added PFAS, which may require transition to alternative fire suppression systems.

Delta has been developing plans to transition its aircraft maintenance hangars to systems that do not contain intentionally added PFAS.

The ultimate impact and associated cost to Delta of these legislative and regulatory developments cannot be predicted at this time.

GHG Emissions .

Aviation industry GHG emissions, particularly carbon emissions, and their impact on climate change have become a focus in the international community and within the U.S.

In 2016, the International Civil Aviation Organization ("ICAO") formally adopted a global, market-based emissions offset program known as the Carbon Offsetting and Reduction Scheme for International Aviation ("CORSIA").

This program establishes a goal for the aviation industry to achieve carbon-neutral growth in international aviation beginning in 2021.

Any growth above the baseline would need to be addressed using either eligible carbon offsets or a lower carbon fuel.

ICAO set the baseline for establishing airlines’ obligations under CORSIA for 2021 to 2023 based on 2019 travel, and in 2022 set a new, more stringent CORSIA baseline of 85% of 2019, which will apply from 2024 through 2035.

The pilot phase of the CORSIA program ran from 2021 through 2023, and is being followed by a first phase of the program beginning in 2024 and a second phase beginning in 2027.

Countries can voluntarily participate in the pilot and first phase, and the United States agreed to participate in these voluntary phases.

Participation in the second phase is mandatory for certain countries, including the United States.

government has not yet enacted legislation to mandate that U.S.

operators participate in CORSIA.

Nonetheless, we have voluntarily submitted verified emissions reports on our annual international emissions.

While airlines had no offsetting obligations during the pilot phase of CORSIA as a result of the impact of the COVID-19 pandemic on international travel, we expect that international airline emissions will likely exceed the new baseline during the next phase (2024 – 2026).

Because certain CORSIA program details remain to be developed and could potentially be affected by political developments in participating countries or the results of the initial phases of the program, the impact of CORSIA cannot be predicted at this time.

However, CORSIA is expected to increase operating costs for airlines that operate internationally.

Additionally, the EU requires its member states to implement regulations to include aviation in its Emissions Trading Scheme ("ETS").

Under these regulations, any airline with flights originating or landing in the European Economic Area ("EEA") is subject to the ETS and, beginning in 2012, was required to purchase emissions allowances if the airline exceeds the number of free allowances allocated to it under the ETS.

The initial scope of the ETS, however, was narrowed so that it would apply only to flights within the EEA through 2023 to align with the pilot phase of CORSIA.

In 2023, the EU adopted new legislation extending this narrow scope of the EU ETS until 2027.

It also requires a review of CORSIA’s effectiveness in 2026, which could potentially lead to expansion of the EU ETS to include all flights departing the EU and EEA.

As a result of the United Kingdom’s ("UK") withdrawal from the EU, UK flights are no longer part of the EU ETS and are instead regulated under a separate UK ETS scheme.

UK ETS is applicable to UK domestic flights and flights from the UK to EEA countries.

In 2017, ICAO also adopted aircraft certification standards to reduce carbon dioxide ("CO 2 ") emissions from new aircraft.

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In 2021, the EPA finalized GHG emission standards for new aircraft engines designed to implement the ICAO standards on the same timeframe contemplated by ICAO, and these standards have been upheld in response to legal challenges.

Like the ICAO standards, the final EPA standards would not apply to engines on in-service aircraft.

Like the ICAO standards, the final EPA standards do not apply to engines on in-service aircraft.

The airline industry may face additional regulation of aircraft emissions in the U.S.

and abroad and become subject to further taxes, charges or additional requirements to obtain permits or purchase allowances or emission credits for GHG emissions in various jurisdictions.

For example, in 2023, the EU adopted legislation that will impose a SAF mandate on fuel supplied at EU airports.

For example, in 2023, the EU adopted legislation that imposes a SAF mandate on fuel supplied at EU airports.

The mandate requires that, of the jet fuel supplied in the EU, 2% must be SAF beginning in 2025, and the percentage increases incrementally over time to 70% in 2050.

This mandate is expected to increase the cost of SAF in the EU.

In 2024, the UK also adopted legislation that imposes a SAF mandate on producers that supply fuel to UK airports, and other countries are also considering similar mandates.

Delta Air Lines, Inc.

| 2024 Form 10-K

Additional regulation could result in taxation, regulatory or permitting requirements from multiple jurisdictions for the same operations and significant costs for us and the airline industry.

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We are monitoring and evaluating the potential impact of such developments.

The Airport Noise and Capacity Act of 1990 recognizes the rights of operators of airports with noise problems to implement local noise abatement programs so long as such programs do not interfere unreasonably with interstate or foreign commerce or the national air transportation system.

The Airport Noise and Capacity Act of 1990 recognizes the rights of operators of U.S.

airports with noise problems to implement local noise abatement programs so long as such programs do not interfere unreasonably with interstate or foreign commerce or the national air transportation system.

This statute generally provides that local noise restrictions on Stage 3 aircraft first effective after October 1, 1990 require FAA approval.

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In 2023, airlines and airline associations, including Delta and KLM, challenged the initial phase of the plan.

The legal challenge resulted in a ruling against the industry, but an appeal is currently pending before the Supreme Court of the Netherlands.

The U.S., the European Commission and other governments also raised legal concerns about the plan with the Dutch government.

In November 2023, the Netherlands suspended the initial phase of the plan;

however, the government continues to support a second-phase plan to reduce flights at Schiphol.

The outcome cannot be determined at this time.

In November 2023, the Netherlands suspended the initial phase of the plan, and in 2024, the Netherlands Supreme Court found that the Dutch government’s flight reduction plan was unlawful.

The Dutch government has issued a revised plan, which is under review with the European Commission.

Neither the outcome of the review of the plan, nor the impact of its implementation, can be determined at this time.

Refinery Matters .

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Because Monroe is able to blend only a small amount of renewable fuels, it must purchase the majority of its RINs requirement in the secondary market.

Market prices for RINs have been volatile and marked by periods of sharp increases and decreases primarily in response to speculation about what the EPA and/or the U.S.

Congress will do with respect to compliance obligations.

In June 2023, the EPA finalized RFS volume requirements for 2023, 2024 and 2025.

These volume requirements are below projected production of Transportation Fuels, which has resulted in a decrease in the price of RINs.

Market prices for RINs have been volatile and marked by periods of sharp increases and decreases.

However, in June 2023, the EPA finalized RFS volume requirements for 2023, 2024 and 2025, which has ameliorated the historical volatility in market prices for RINs.

Civil Reserve Air Fleet Program

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airlines during airlift emergencies, national emergencies or times of war.

We have agreed to make available under the CRAF Program a portion of our international aircraft during the contract period that ends on September 30, 2024.

We have agreed to make available under the CRAF Program a portion of our international aircraft during the contract period that ends on October 31, 2030, with the opportunity to opt in or out of the program every two years.

The CRAF Program has only been activated three times since it was created in 1951, most recently in 2021 to support the military’s effort to evacuate people from Afghanistan following the withdrawal of U.S.

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Ausband, Age 62:

Executive Vice President - Chief Customer Experience Officer of Delta since June 2021;

Executive Vice President - Chief People Officer of Delta since January 2025;

Executive Vice President - Chief Customer Experience Officer of Delta (June 2021 - December 2024);

Senior Vice President - In-Flight Service of Delta (September 2014 - May 2021);

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Carter, Age 61:

Executive Vice President - External Affairs of Delta since October 2022;

Executive Vice President - Chief External Affairs Officer of Delta since October 2022;

Executive Vice President - Chief Legal Officer of Delta (July 2015 - October 2022);

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(June 2005 - October 2008).

Smith, Age 65:

Executive Vice President and Chief People Officer of Delta since October 2014;

Senior Vice President - In-Flight Service of Delta (March 2007 - September 2014);

Vice President - Marketing of Delta (November 2005 - February 2007);

President of Song (January 2005 - October 2005);

Vice President - Marketing and Customer Service of Song (November 2002 - December 2004).

Mike Spanos, Age 59 :

Chief Operating Officer of Delta since June 2023;

President and Chief Executive Officer of Six Flags Entertainment Corporation (November 2019 - November 2021);

Chief Executive Officer, Asia, Middle East and North Africa of PepsiCo, Inc.

(January 2018 - November 2019);

previously served in a variety of management roles of increasing responsibility at PepsiCo, Inc.

Snell, Age 48:

Executive Vice President - Chief Customer Experience Officer of Delta since January 2025;

Senior Vice President - Airport Customer Service, Cargo Operations, Ground Support Equipment and Global Clean (June 2022 - December 2024);

Senior Vice President - Operations & Customer Center, Operations Analytics, and Delta Connection (October 2020 - June 2022);

Senior Vice President - Corporate Planning (March 2020 - October 2020);

Senior Vice President - Operations & Customer Center (September 2018 - March 2020);

Vice President - Operations & Customer Center (March 2017 - August 2018);

Vice President - Delta Connection (November 2015 - March 2017);

Chief Executive Officer of Delta Global Services and Delta Private Jets (March 2015 - November 2015).

Delta Air Lines, Inc.

14 unchanged sentences

Breaches or lapses in the security of the technology systems we use and rely on could compromise the data stored within them and consequently expose us to liability, disruption to our operations and damage to our reputation, any or all of which could have a material adverse effect on our business.

As a regular part of our ordinary business operations, we collect and store sensitive data, including information necessary for our operations, personal information of our passengers and employees and information of our business partners.

The secure operation of our networks and systems, and those of our business partners and third-party service providers, on which this type of information is stored, processed and maintained is critical to our business operations and strategy.

As a regular part of our ordinary business operations, we process a high volume of information, including personal information about individuals we have a relationship with and other sensitive business information.

The secure operation of our networks and systems, and those of our business partners and third-party service providers, on which this type of information is processed is critical to our business operations and strategy.

These networks and systems are subject to an increasing threat of continually evolving cybersecurity risks, which we must manage.

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The methods used to obtain unauthorized access, disable or degrade service or sabotage systems are constantly evolving and may be difficult to anticipate or to detect for long periods of time.

As a result of these types of risks and regular attacks on our systems, we regularly review and update procedures and processes to prevent and protect against unauthorized access to our systems and information and inadvertent misuse of data.

In addition to continuously assessing risk and reviewing our procedures, processes and technologies, we continue to educate our employees about these risks and to monitor, review and update the process and control requirements we expect third parties and vendors to leverage and implement for the protection of information regarding our customers, employees or business partners that is in their care.

As a result of these types of risks and regular attacks on our systems, we review and update procedures and processes to prevent and protect against unauthorized access to our systems and information and inadvertent misuse of data.

In addition to assessing risk and reviewing our procedures, processes and technologies, we continue to educate our employees and contractors about these risks and to monitor, review and update the process and control requirements we expect third parties and vendors to leverage and implement for the protection of Delta information in their care.

However, the constantly changing nature of the threats means that we may not be able to prevent all information security breaches or misuse of data.

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We are also subject to evolving global privacy and security regulatory obligations and an increasing customer focus on privacy issues and data security in the United States and abroad, as well as to geopolitical risks associated with international data transfer.

The compromise of our or our business partners’ or third-party service providers’ technology systems resulting in the loss, interruption, disclosure, misappropriation of, or access to, our information or that of our customers, employees or business partners could result in legal claims or proceedings, liability or regulatory penalties under laws protecting the privacy and security of personal information, disruption to our operations and damage to our reputation, any or all of which could adversely affect our business.

The costs to remediate breaches and similar system compromises that do occur could be material.

The compromise of our or our business partners’ or third-party service providers’ technology systems could result in legal claims or proceedings, liability, fines or other regulatory enforcement actions, disruption to our operations and damage to our reputation, any or all of which could adversely affect our business.

The costs to remediate these incidents could be material.

Delta Air Lines, Inc.

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The operation of our technology systems and the use of related data may also be vulnerable to a variety of other sources of interruption, including natural disasters, terrorist attacks, computer viruses, hackers and other security issues.

A significant individual, sustained or repeated failure of our information technology infrastructure, including third-party networks we utilize and on which we depend, could impact our operations and our customer service, result in increased costs and damage our reputation.

While we have in place initiatives to prevent disruptions and disaster recovery plans and continue to invest in improvements to these initiatives and plans, we have previously experienced infrastructure disruptions.

These measures may not be adequate to prevent a future business disruption and any material adverse financial and reputational consequences to our business as recent outages of large cloud providers whom we rely on has shown.

A significant individual, sustained or repeated failure of our information technology infrastructure, including third-party networks, software-as-a-service applications, cloud services, or technology that we utilize and on which we depend, could impact our operations and our customer service, result in loss of revenue, increased costs and damage our reputation.

While we have initiatives and disaster recovery plans in place to prevent or mitigate disruptions, we experienced a global outage caused by a faulty update by cybersecurity vendor CrowdStrike in July 2024 that resulted in global information technology outages of Windows-based systems.

The faulty software update significantly affected our information technology systems, disrupting our operations.

The operational disruption resulted in flight delays and approximately 7,000 cancellations of Delta flights over five days, impacting 1.4 million customers.

The CrowdStrike-caused outage and resulting operational disruption adversely impacted our results of operations as discussed in more detail in “Item 7.

Management's Discussion and Analysis.” While we continue to invest in improvements to our preventative initiatives and disaster recovery plans, the measures we have in place may not be adequate to prevent future business disruptions and any material adverse financial and reputational consequences to our business.

Failure of the technology we use to perform effectively could have a material adverse effect on our business.

We are dependent on technology initiatives and capabilities to provide customer service and operational effectiveness in order to compete in the current business environment.

For example, substantially all of our tickets are issued to our customers as electronic tickets, and a growing number of our customers check in using our website, airport kiosks and our FlyDelta mobile application.

For example, substantially all of our tickets are issued to our customers as electronic tickets, and a significant number of our customers check in for flights using our website, airport kiosks and our FlyDelta mobile application.

We have made and continue to make significant investments in customer facing technology such as delta.com, the FlyDelta mobile application, in-flight wireless internet, check-in kiosks, customer service applications, application of biometric technology, airport information displays and related initiatives, including security for these initiatives.

We are also investing in significant upgrades to technology infrastructure and other supporting systems and transitioning to cloud-based technologies.

We have also invested in significant upgrades to technology infrastructure and other supporting systems and a transition to cloud-based technologies.

The performance, reliability and security of the technology we use are critical to our ability to serve customers.

If this technology does not perform effectively, including as a result of the implementation or integration of new or upgraded technologies or systems, our business and operations would be negatively affected, which could be material.

If this technology does not perform effectively, including as a result of the implementation or integration of new or upgraded technologies or systems, our business and operations can be negatively affected, which could be material.

As discussed above, the faulty CrowdStrike software update significantly affected our information technology systems, disrupting our operations.

Additional failures of the technology we use or depend on could expose us to liability, disrupt our business and damage our reputation in the future.

Our business and results of operations are dependent on the price of aircraft fuel.

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Fuel costs represented 19%, 21% and 24% of our operating expense in 2024, 2023 and 2022, respectively.

Fuel prices are highly volatile and at times have increased substantially.

In 2023, our average fuel price per gallon was $2.82, ranging from a monthly low of approximately $2.41 per gallon to a monthly high of approximately $3.18 per gallon.

Fuel prices are highly volatile and at times have adjusted substantially in relatively short periods of time.

Between 2022 and 2024, our average fuel price per gallon has ranged from a monthly high of $4.25 in June 2022 to a monthly low of $2.29 in November 2024.

We acquire a significant amount of jet fuel from Monroe and through strategic agreements associated with the refinery that Monroe has with third parties.

The cost of the fuel we purchase under these arrangements remains subject to volatility in the cost of crude oil and jet fuel.

The cost of the jet fuel we purchase under these arrangements remains subject to volatility, including from the cost of crude oil.

In addition, we have historically purchased a significant amount of aircraft fuel in addition to what we obtain from Monroe.

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At times in the past, we often were not able to increase our fares to offset fully the effect of increases in fuel costs, and we may not be able to do so in the future.

Significant extended disruptions in the supply of aircraft fuel, including from Monroe, could have a material adverse effect on our business and results of operations.

Weather-related events, natural disasters, political disruptions or disputes involving oil-producing countries, changes in governmental policy concerning aircraft fuel production, transportation or taxes, changes in refining capacity or refining priorities, environmental concerns and other unpredictable events may impact crude oil and fuel supply and could result in shortages in the future.

Shortages in fuel supplies could have negative effects on our business and results of operations.

Delta Air Lines, Inc.

| 2024 Form 10-K

Significant extended disruptions in the supply of aircraft fuel, including from Monroe, could have a material adverse effect on our business and results of operations.

Weather-related events, natural disasters, political disruptions or disputes involving oil-producing countries, changes in governmental policy concerning aircraft fuel production, transportation or taxes, changes in refining capacity or refining priorities, environmental concerns and other unpredictable events may impact crude oil and jet fuel supply and could result in shortages in the future.

Shortages in fuel supplies could have negative effects on our business and results of operations.

Unplanned disruptions or interruptions of production at the refinery could have a negative impact on our ability to acquire jet fuel needed for our operations.

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To the extent that the operations of a third-party on which we rely is significantly disrupted or if these third parties experience significant performance issues (including failing to satisfy any applicable performance standards) or fail to meet any applicable compliance requirements, our revenue may be reduced, our expenses may be increased and our reputation may be harmed, any or all of which could result in a material adverse effect on our business and results of operations.

Some regional carriers, including our wholly owned subsidiary, Endeavor, are facing a shortage of qualified pilots and experiencing operating constraints as a result.

If this shortage becomes more widespread, third-party regional carriers may not be able to comply with their obligations to us, and Endeavor may not be able to perform as expected, which could reduce our expected capacity and affect our revenue, resulting in a material adverse effect on our business and results of operations.

Delta Air Lines, Inc.

1 unchanged sentence

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 1. Business