What changed in this filing

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Item 1. Business

2022-02-18 compared with 2021-03-01 · 354 added, 194 removed, 215 unchanged (72% of the section changed)

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(together with its consolidated subsidiaries, "United").

United's shared purpose is "Connecting People.

Uniting the World." United has the most comprehensive route network among North American carriers, including U.S.

mainland hubs in Chicago, Denver, Houston, Los Angeles, New York/Newark, San Francisco and Washington, D.C.

As UAL consolidates United for financial statement purposes, disclosures that relate to activities of United also apply to UAL, unless otherwise noted.

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The Company's website is located at www.united.com and its investor relations website is located at ir.united.com.

The information contained on or connected to the Company's websites is not incorporated by reference into this Annual Report on Form 10-K and should not be considered part of this or any other report filed with the U.S.

The information contained on or connected to the Company's websites is not incorporated by reference into this Form 10-K and should not be considered part of this or any other report filed with the U.S.

Securities and Exchange Commission ("SEC").

The Company's filings with the SEC, including annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K, and all amendments to those reports, as well as UAL's proxy statement for its annual meeting of stockholders, are accessible without charge on the Company's investor relations website, as soon as reasonably practicable, after such material is electronically filed with, or furnished to, the SEC.

The Company's filings with the SEC, including annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K, and all amendments to those reports, as well as UAL's proxy statement for its annual meeting of stockholders, are accessible without charge on the Company's investor relations website, as soon as reasonably practicable, after we electronically file such material with, or furnish such material to, the SEC pursuant to Section 13(a) or 15(d) of the Exchange Act.

Such filings are also available on the SEC's website at www.sec.gov.

The Company transports people and cargo throughout North America and to destinations in Asia, Europe, Africa, the Pacific, the Middle East and Latin America.

UAL, through United and its regional carriers, operates across six continents, with hubs at Newark Liberty International Airport ("Newark"), Chicago O'Hare International Airport ("Chicago O'Hare"), Denver International Airport ("Denver"), George Bush Intercontinental Airport ("Houston Bush"), Los Angeles International Airport ("LAX"), A.B.

Won Pat International Airport ("Guam"), San Francisco International Airport ("SFO") and Washington Dulles International Airport ("Washington Dulles").

UAL, through United and its regional carriers, operates across six continents, with hubs at Newark Liberty International Airport ("EWR"), Chicago O'Hare International Airport ("ORD"), Denver International Airport ("DEN"), George Bush Intercontinental Airport ("IAH"), Los Angeles International Airport ("LAX"), A.B.

Won Pat International Airport ("GUM"), San Francisco International Airport ("SFO") and Washington Dulles International Airport ("IAD").

All of the Company's domestic hubs are located in large business and population centers, contributing to a large amount of "origin and destination" traffic.

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As discussed under Alliances below, United is a member of Star Alliance, the world's largest alliance network.

The Company began experiencing a significant decline in passenger demand related to the novel coronavirus (COVID-19) during the first quarter of 2020.

The full extent of the ongoing impact of COVID-19 on the Company's longer-term operational and financial performance will depend on future developments, including those outside our control related to the efficacy and speed of vaccination programs in curbing the spread of the virus, the introduction and spread of new variants of the virus which may be resistant to currently approved vaccines, passenger testing requirements, mask mandates or other restrictions on travel, all of which are highly uncertain and cannot be predicted with certainty.

In response to decreased demand, the Company cut, relative to 2019 capacity, approximately 57% of its scheduled capacity for 2020.

In the first quarter of 2021, the Company expects scheduled capacity to be down at least 51% versus the first quarter of 2019.

The Company plans to continue to proactively evaluate and cancel flights on a rolling 60-day basis until it sees signs of a recovery in demand and expects demand to remain suppressed, relative to 2019 levels, until vaccines for COVID-19 are widely distributed and are effective in curbing

the spread of the virus.

In addition, the Company does not currently expect the recovery from COVID-19 to follow a linear path.

As such, the Company's actual flown capacity may differ materially from its currently scheduled capacity.

COVID-19 Impact.

The novel coronavirus (COVID-19) pandemic, together with the measures implemented or recommended by governmental authorities and private organizations in response to the pandemic, has had an adverse impact that has been material to the Company's business, operating results, financial condition and liquidity.

The Company has seen increasing demand for travel both domestically and in countries where entry is permitted compared to demand at the start of the COVID-19 pandemic;

however, as the situation surrounding the COVID-19 pandemic remains fluid, the pandemic has

continued to negatively impact travel demand.

It remains difficult to reasonably assess or predict the full extent of the ongoing impact of the COVID-19 pandemic on the Company's longer-term operational and financial performance, which will depend on a number of future developments, many of which are outside the Company's control, such as the ultimate duration of and factors impacting the recovery from the pandemic (including the efficacy and speed of vaccination programs in curbing the spread of the virus in different markets, the efficacy and availability of various treatment options, the introduction and spread of new variants of the virus that may be resistant to currently approved vaccines or treatment options, and the continuation of existing or implementation of new government travel restrictions), customer behavior changes and fluctuations in demand for air travel, among others.

The COVID-19 pandemic and the measures taken in response may continue to impact many aspects of our business, operating results, financial condition and liquidity in a number of ways, including labor shortages (including reductions in available staffing and related impacts to the Company's flight schedules and reputation), facility closures and related costs, disruptions to the Company's and its business partners' operations, reduced travel demand and consumer spending, increased operating costs, supply chain disruptions, logistics constraints, volatility in the price of our securities, our ability to access capital markets and volatility in the global economy and financial markets generally.

The Company's recovery from the COVID-19 pandemic has not followed a linear path, and due to the significant uncertainty that remains, its future operating performance, particularly in the short-term, may be subject to volatility.

The Company is taking steps to be prepared for recovery as demand for travel continues to generally increase, which include investing in innovative technology, focusing on process improvements and implementing the United Next transformative strategy.

During 2021, the Company operated approximately 63% of its 2019 capacity.

In the second quarter of 2021, United announced its United Next plan, which we believe will have a transformational effect on the customer experience and earnings power of the business.

It is expected to increase United's average gauge in North America, the total number of available seats per departure, by almost 30% by 2026 versus 2019, as well as significantly lower carbon emissions per seat.

New aircraft will come with a new signature interior that includes seat-back entertainment in every seat, larger overhead bins for every passenger's carry-on bag and the industry's fastest available in-flight WiFi, as well as a bright look-and-feel with LED lighting.

New aircraft are expected to increase North America premium seat counts by 75% per short-haul departure by 2026 versus 2019.

The Company plans to replace older, smaller mainline jets and at least 200 single-class regional jets with larger aircraft, which we expect will lead to significant sustainability benefits compared to older planes:

an expected 11% overall improvement in fuel efficiency and an expected 17-20% lower carbon emission per seat compared to older planes.

We believe United Next will allow us to differentiate our network and segment our products with a greater premium offering, while also maintaining fare competitiveness with low-cost carriers.

The Company's business and operations are dependent on its regional flight network, with regional capacity accounting for approximately 13% of the Company's total capacity for the year ended December 31, 2021.

The Company has contractual relationships with various regional carriers to provide regional aircraft service branded as United Express.

This regional service complements our operations by carrying traffic that connects to our hubs and allows flights to smaller cities that cannot be provided economically with mainline aircraft.

Champlain Enterprises, LLC d/b/a CommutAir ("CommutAir"), Republic Airline Inc.

Champlain Enterprises, LLC d/b/a CommutAir ("CommutAir"), Republic Airways Inc.

("Republic"), GoJet Airlines LLC ("GoJet"), Mesa Airlines, Inc.

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The Company also determines pricing and revenue management, assumes the inventory and distribution risk for the available seats and permits mileage accrual and redemption for regional flights through its MileagePlus loyalty program.

The significant decline in demand for air travel services resulting from the COVID-19 pandemic has also materially impacted demand for regional carrier services and, as a result, the Company's utilization of its regional network is significantly reduced and is expected to remain so for the foreseeable future.

As a result, we may face claims that we failed to perform certain obligations under our agreements with our regional carriers and may incur damages.

Additionally, in July 2020, the Company announced its plans to consolidate its Embraer 145 ("E145") operations into a single regional partner, CommutAir.

As a result, the Company terminated its CPA with ExpressJet Airlines, LLC, a domestic regional airline ("ExpressJet").

ExpressJet flew its last commercial flight, on behalf of United, on September 30, 2020.

Additionally, United transferred all of its E145 operations over to CommutAir as United's sole regional partner for this aircraft type.

We expect the disruption to services resulting from the COVID-19 pandemic to continue to adversely affect our regional carriers, some of which may declare bankruptcy or otherwise cease to operate.

United is a member of Star Alliance, a global integrated airline network and the largest and most comprehensive airline alliance in the world.

Despite the global challenges posed by the COVID-19 pandemic, Star Alliance carriers continued to serve nearly 1,000 airports in 154 countries with close to 10,000 daily departures as of January 1, 2021.

("Avianca"), Brussels Airlines, Copa Airlines ("Copa"), Croatia Airlines, EGYPTAIR, Ethiopian Airlines, EVA Air, LOT Polish Airlines, Lufthansa, SAS Scandinavian Airlines, Shenzhen Airlines, Singapore Airlines, South African Airways, SWISS, TAP Air Portugal, THAI Airways International and Turkish Airlines.

Despite the global challenges posed by the COVID-19 pandemic, Star Alliance carriers continued to serve more than 1,000 airports in 186 countries with close to 15,000 daily departures as of January 1, 2022.

Star Alliance members, in addition to United, are Aegean Airlines, Air Canada, Air China, Air India, Air New Zealand, All Nippon Airways ("ANA"), Asiana Airlines, Austrian Airlines, Aerovías del Continente Americano S.A., Brussels Airlines, Copa Airlines, Croatia Airlines, EGYPTAIR, Ethiopian Airlines, EVA Air, LOT Polish Airlines, Lufthansa, SAS Scandinavian Airlines, Shenzhen Airlines, Singapore Airlines, South African Airways, SWISS, TAP Air Portugal, THAI Airways International and Turkish Airlines.

In addition to its members, Star Alliance includes Shanghai-based Juneyao Airlines and Thailand-based Thai Smile Airways, a subsidiary of THAI Airways International, as connecting partners.

United has a variety of bilateral commercial alliance agreements and obligations with Star Alliance members, addressing, among other things, reciprocal earning and redemption of frequent flyer miles, access to airport lounges and, with certain Star Alliance members, codesharing of flight operations (whereby one carrier's selected flights can be marketed under the brand name of another carrier).

In addition to the alliance agreements with Star Alliance members, United currently maintains independent marketing alliance agreements with other air carriers, including Aeromar, Aer Lingus, Air Dolomiti, Azul Linhas Aéreas Brasileiras S.A.

("Azul"), Boutique Air, Cape Air, Edelweiss, Eurowings, Hawaiian Airlines, Olympic Air, Silver Airways and Vistara.

United also participates in four passenger joint business arrangements ("JBAs"):

one with Air Canada and the Lufthansa Group (which includes Lufthansa and its affiliates Austrian Airlines, Brussels Airlines, Eurowings and SWISS) covering transatlantic routes, one with ANA covering certain transpacific routes, one with Air New Zealand covering certain routes between the United States and New Zealand and one with Avianca and Copa, which, upon regulatory approval, will cover routes between the United States and Central and South America, excluding Brazil.

("Azul"), Boutique Air, Cape Air, Edelweiss, Eurowings, Eurowings Discover, Hawaiian Airlines, Olympic Air, Silver Airways and Vistara.

United also participates in three passenger joint business arrangements ("JBAs"):

one with Air Canada and the Lufthansa Group (which includes Lufthansa and its affiliates Air Dolomiti, Austrian Airlines, Brussels Airlines, Edelweiss, Eurowings, Eurowings Discover and SWISS) covering transatlantic routes, one with ANA covering certain transpacific routes, and one with Air New Zealand covering certain routes between the United States and New Zealand.

These passenger JBAs enable the participating carriers to integrate the services they provide in the respective regions, capturing revenue synergies and delivering enhanced customer benefits, such as highly competitive flight schedules, fares and services.

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Members in this program earn miles for flights on United, United Express, Star Alliance members and certain other airlines that participate in the program.

Members can also earn miles by purchasing goods and services from our

network of non-airline partners, such as domestic and international credit card issuers, retail merchants, hotels and car rental companies.

Members can also earn miles by purchasing goods and services from our network of non-airline partners, such as domestic and international credit card issuers, retail merchants, hotels and car rental companies.

Members can redeem miles for free (other than taxes and government-imposed fees), discounted or upgraded travel and non-travel awards.

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In 2021, approximately 3.6 million MileagePlus flight awards were used on United and United Express.

These awards represented 6.2% of United's total revenue passenger miles.

These awards represented approximately 7% of United's total revenue passenger miles.

Total miles redeemed for flights on United and United Express, including class-of-service upgrades, represented approximately 90% of the total miles redeemed.

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These awards include United Club memberships, car and hotel awards, merchandise and flights on other air carriers.

Redemptions in 2020 were adversely impacted by the COVID-19 pandemic.

In response to the impact of COVID-19, the Company made changes to its MileagePlus® Premier® program that will make it easier to earn status in 2021 for the 2022 program year.

United will again have reduced Premier Qualifying Points ("PQP") and Premier Qualifying Flights ("PQF") thresholds in 2021 and will have innovative promotions that help members earn status more quickly.

Early in 2021, United deposited 25% of the PQP-only requirements in Premier members' accounts based on their 2021 Premier status level.

Premier members will earn double the PQP on each of the first three PQP-eligible trips completed January 1 through March 31, 2021 (up to 1,500 PQP per trip), helping their flights go further toward reaching status.

Redemptions in 2021 were adversely impacted by the COVID-19 pandemic and decreased 37% as compared to 2019 redemptions.

In response to the impact of COVID-19, the Company made changes to its MileagePlus® Premier® program that made it easier to earn status in 2021 for the 2022 program year.

Early in 2021, United deposited 25% of the Premier Qualifying Points ("PQP")-only requirements in Premier members' accounts based on their 2021 Premier status level.

Premier members earned double the PQP on each of the first three PQP-eligible trips completed January 1 through March 31, 2021 (up to 1,500 PQP per trip), helping their flights go further toward reaching status.

United provides freight and mail services (air cargo).

The majority of cargo services are provided to commercial businesses, freight forwarder and logistic firms and the United States Postal Service.

Through our global network, our cargo operations are able to connect the world's major freight gateways.

We generate cargo revenues in domestic and international markets through the use of cargo space on regularly scheduled passenger aircraft, and starting in 2020, the use of our passenger aircraft for cargo-only flights.

We expect to reduce and ultimately cease cargo-only flights as long haul passenger demand increases.

Distribution Channels.

The Company's airline seat inventory and fares are distributed through the Company's direct channels, traditional travel agencies and online travel agencies ("OTA").

The use of the Company's direct sales website, www.united.com, the Company's mobile applications and alternative distribution systems provides the Company with an opportunity to de-commoditize its services, better present its content, make more targeted offerings, better retain its customers, enhance its brand and lower its ticket distribution costs.

Agency sales are primarily sold using global distribution systems ("GDS").

United has developed and expects to continue to develop capabilities to sell certain ancillary products through the GDS channel to provide an enhanced buying experience for customers who purchase in that channel.

Third-Party Business.

United generates third-party business revenue that includes maintenance services, frequent flyer award non-travel redemptions, flight academy and ground handling.

Third-party business revenue is recorded in Other operating revenue.

Expenses associated with third-party business, except non-travel redemptions, are recorded in Other operating expenses.

Non-travel redemptions expenses are recorded to Other operating revenue.

Aircraft Fuel.

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Our operational and financial results can be significantly impacted by changes in the price and availability of aircraft fuel.

To provide adequate supplies of fuel, the Company routinely enters into purchase contracts that are customarily indexed to market prices for aircraft fuel, and the Company generally has some ability to cover short-term fuel supply and infrastructure disruptions at certain major demand locations.

The price of aircraft fuel has fluctuated substantially in the past several years.

The Company's current strategy is to not enter into transactions to hedge its fuel consumption, although the Company regularly reviews its strategy based on market conditions and other factors.

Third-Party Business.

United generates third-party business revenue that includes maintenance services, catering, frequent flyer award non-travel redemptions and ground handling.

Third-party business revenue is recorded in Other operating revenue.

Expenses associated with third-party business, except non-travel redemptions, are recorded in Other operating expenses.

Non-travel redemptions expenses are recorded to Other operating revenue.

United provides freight and mail services (air cargo).

The majority of cargo services are provided to commercial businesses, freight forwarder firms and the United States Postal Service.

Through our global network, our cargo operations are able to connect the world's major freight gateways.

We generate cargo revenues in domestic and international markets through the use of cargo space on regularly scheduled passenger aircraft, and starting in 2020, cargo-only flights.

Distribution Channels.

The Company's airline seat inventory and fares are distributed through the Company's direct channels, traditional travel agencies and on-line travel agencies.

Agency sales are primarily sold using global distribution systems ("GDS").

The Company routinely enters into purchase contracts based on expected fuel requirements for UAL aircraft (including regional partners operating under CPAs) that are generally indexed to various market price benchmarks for aircraft fuel.

These contracts customarily do not provide material protection against changes in market prices or guarantee the uninterrupted availability of adequate quantities of aircraft fuel.

The price of aircraft fuel used by our operations has fluctuated substantially in the past several years.

The Company's current strategy is to not enter into financial transactions to hedge the market price exposure of its expected fuel consumption, although the Company regularly reviews its strategy based on market conditions and other factors.

Due to the partial recovery in operations experienced in 2021, our aircraft fuel consumption has increased from 2020 levels.

Industry Conditions

The COVID-19 pandemic, together with the measures implemented or recommended by governmental authorities and private organizations in response to the pandemic, has had an adverse impact that has been material to the airline industry.

Measures such as "shelter in place" or quarantine requirements, international and domestic travel restrictions or advisories, limitations on public gatherings, social distancing recommendations, remote work arrangements and closures of tourist destinations and attractions, as well as consumer perceptions of the safety, ease and predictability of air travel, have contributed to a precipitous decline in passenger demand and bookings for both business and leisure travel.

Effective August 30, 2020, United permanently eliminated change fees on all standard Economy and Premium cabin tickets for travel within the 50 U.S.

states, Washington, D.C., Puerto Rico and the U.S.

Virgin Islands.

Also, in December 2020, the Company eliminated change fees on flights from the U.S.

to all international destinations and fees on Basic Economy and all other international travel tickets issued by March 31, 2021.

In addition, effective January 1, 2021, United began allowing passengers to standby for free on a flight departing the day of their travel regardless of the type of ticket or class of service, while MileagePlus Premier members can confirm a seat on a different flight on the same day with the same departure and arrival cities as their original ticket if a seat in the same ticket fare class is available.

Domestic Competition.

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airlines, but also with foreign carriers.

International competition has increased and may continue to increase in the future as a result of airline mergers and acquisitions, JBAs, alliances, restructurings, liberalization of aviation bilateral agreements and new or increased service by competitors, including government-subsidized competitors from certain Middle East countries.

Competition on international routes is subject to varying degrees of governmental regulation.

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Historically, demand for air travel is higher in the second and third quarters, driving higher revenues, than in the first and fourth quarters, which are periods of lower travel demand.

Environmental, Social and Governance Approach and Highlights

Climate Strategy

The Company's commitment to operating an environmentally sustainable and responsible airline is woven into its long-term strategy and its values.

The Company believes that it is critical, now more than ever, to continue to enhance its services connecting people and uniting the world, and is committed to finding solutions, both individually as a company, and together with partners in both the private and public sectors, to do so sustainably and responsibly while also achieving its financial goals.

The Company is continuously looking for new ways to reduce its environmental impact in the air, on the ground and at its facilities, which benefits its employees, customers and stockholders.

At the end of 2020, the Company pledged to become 100% green by eliminating its greenhouse gas ("GHG") emissions by 2050 without relying on the use of traditional carbon offsets, the only airline globally to make this commitment.

Given the airline industry's designation as a 'hard-to-abate sector', the Company believes that not relying on carbon offsets is important and the right priority because the airline industry should focus on real decarbonization within its own activities as the industry cannot afford to divert resources and attention toward offset programs that do not effectuate real progress within aviation operations.

Since making the announcement of the Company's pledge to become 100% green by eliminating GHG emissions by 2050, management has identified multiple pathways to accomplish this goal wholly independent of any current regulatory requirement to do so.

The Company's earnest intention on meeting the net zero GHG emission goal led the Company to commit to a mid-term objective of reducing, compared to 2019, its carbon intensity by 50% by 2035.

This carbon intensity target aligns with the temperature limits of the Paris Agreement and will allow the Company to show progress towards its 2050 net zero GHG emissions goal in the nearer term.

Even with the challenges presented by the COVID-19 pandemic, the Company is committed to redefining the future of air travel with environmental sustainability in the forefront because it believes that it is the Company's responsibility to take tangible steps to mitigate climate change.

Its strategy to achieve its climate goals is centered around four key pathways, each of which is described in further detail below:

(i) reducing the Company's environmental footprint, (ii) innovating for potentially transformative carbon reduction technology, (iii) removing the Company's atmospheric carbon impacts and (iv) collaborating with employees, customers, airports, suppliers, cross-industry partners and policymakers to facilitate faster action and the commercialization of technology solutions concerning climate change.

The Company's Board of Directors (the "Board"), including through its Public Responsibility Committee, provides oversight of its climate goals and strategy to ensure integration with its core business strategy and management periodically updates the Board on the implementation of the Company's climate strategy.

• Reducing Environmental Footprint :

As part of this plan, the Company is keyed on maximizing fuel efficiency and reducing fuel usage in its operations.

The main focus in realizing this objective is reducing its fossil jet fuel consumption, which is both the largest contributor to its environmental footprint and a sizable expense for the Company.

The Company's primary effort in reducing its fossil jet fuel consumption is directed on working with strategic partners to employ and commercialize the use of sustainable aviation fuel ("SAF").

SAF is the only technology solution realized today that can abate emissions from the Company's flight operations.

SAF can reduce lifecycle GHG emissions by up to 85% compared with conventional jet fuel and has the added benefits of having a limited impact on performance or safety and providing energy diversification.

However, SAF supply in the jet fuel market is constrained today, with it contributing to far less than 1% of global commercial aviation fuel usage.

Additionally, the purchase of SAF today comes with a price premium, compared to conventional jet fuel, to account for the additional costs of this early-stage solution.

These challenges with present-day SAF have informed the Company's strategy of investing in SAF producers and technology to help scale the SAF market and unlock future supply for the Company.

The Company uses SAF from World Energy in its daily operations at LAX and has sourced more than five million gallons of SAF since 2016.

◦ In 2015, the Company made a $30 million equity investment in Fulcrum BioEnergy, Inc.

("Fulcrum"), a company that has developed a process for transforming municipal solid waste into low carbon transportation fuels, and entered into a long-term supply agreement with Fulcrum which provides United the opportunity to purchase at least 900 million gallons of SAF.

◦ In 2016, the Company became the first airline globally to use SAF in regular operations on a continuous basis with SAF from World Energy.

◦ In 2021, the Company launched its first-of-its-kind Eco-Skies Alliance program with two separate enrollments in which corporate partners agreed to collectively fund the price premium for approximately 7.1 million gallons of SAF.

◦ In September 2021, the Company made a joint investment with Honeywell UOP in Alder Fuels, a new clean tech venture developing a first-of-its-kind low-carbon crude oil technology to accelerate large-scale SAF production.

The Company also agreed to purchase 1.5 billion gallons (enough to fly more than 57 million passengers) of SAF from Alder Fuels.

◦ In December 2021, the Company made aviation history by operating the first passenger flight using 100% SAF, in one engine, from Chicago to Washington, D.C.

The flight showcased the safety of SAF and the potential for a dramatically reduced carbon footprint for aviation.

Alongside developing and using SAF, the Company is concentrated on introducing newer, more fuel-efficient aircraft into its fleet as well as improving the efficiency of its existing fleet.

From 1990 to 2021, the Company improved its mainline fuel efficiency more than 30%.

In the second quarter of 2021, the Company announced United Next and entered into firm narrow-body aircraft orders for 200 Boeing 737 MAX aircraft and 70 Airbus A321neo aircraft, which are expected to have an 11% overall improvement in fuel efficiency and an expected 17-20% lower carbon emission per seat compared to older planes.

In conjunction with its SAF mission and improving the fuel efficiency of its fleet, the Company has been revamping its flight and ground operations, implementing operational and procedural initiatives to drive fuel conservation.

Over 4,000 units of the Company's ground service equipment ("GSE") around the world are electric or use alternative fuels and, as of the end of 2021, nearly 32% of its GSE fleet have been electrified.

The Company has worked collaboratively across its organization and with Air Traffic Control ("ATC") providers to improve fuel efficiency through the implementation of best practices, by providing training to its pilots and dispatchers and supplying them with the tools needed to execute on those strategies.

• Innovating in Carbon Reduction Technology :

The Company has been forming partnerships with, as well as investing in, early-stage climate technology companies that have the potential to scale and support the Company's climate targets or are generally supportive of advancing sustainability within the broader economy.

In June 2021, the Company launched a new corporate venture capital fund, United Airlines Ventures, Ltd.

("UAV"), to focus the Company's efforts in these investments.

◦ In February 2021, the Company announced an investment in, and agreement to work with, Archer Aviation Inc.

to accelerate the development and production of their electric aircraft – an urban mobility solution that has the potential to serve as an "air taxi," giving the Company an opportunity to accelerate the development of clean technologies on a broader scale and its customers another opportunity to reduce their carbon footprint before they even board a United flight.

◦ In July 2021, UAV announced that, along with Breakthrough Energy Ventures and Mesa, it invested in electric aircraft startup Heart Aerospace Incorporated.

Heart Aerospace is developing the ES-19, a 19-seat electric aircraft that has the potential to fly customers up to 250 miles with zero emissions when powered by renewable electricity.

◦ In December 2021, the Company became the largest airline to invest in zero-emission engines for regional aircraft with a new equity stake in hydrogen-electric engine developer, ZeroAvia, Inc.

These engines support the retrofit of select regional aircraft engines, replacing fossil fuel burning engines with zero-emission alternatives.

• Removing Carbon Impact :

The Company intends to extend its environmental sustainability efforts beyond reducing emissions by also focusing on carbon removal by investing in carbon capture technologies to either sequester carbon or to potentially utilize captured carbon to make low-carbon fuels.

In 2020, the Company became the first airline to announce a commitment to invest in direct air capture, a carbon capture and sequestration technology.

• Collaborating with Partners :

The Company has devoted a significant amount of time and energy on defining a better future of flying by collaborating with employees, customers, airports, suppliers, cross-industry partners and policymakers to scale the supply of decarbonization technology solutions, minimize its environmental impact, boost environmental sustainability of the airline industry and protect the environment, all of which are key to advancing the Company's climate goals.

◦ The Company worked with federal policymakers to champion the Sustainable Skies Act SAF Blender's Tax Credit with the intent to create an economic incentive for increased SAF production within the United States.

◦ The Company is a founding member of the Biden Administration's First Movers Coalition, a collective of leading companies committing to purchase low-carbon technologies in hard-to-abate sectors.

As part of its membership, the Company has committed to using emerging technologies with significant emissions reductions by 2030 and has also set a target of replacing at least 5% of conventional jet fuel demand with SAF that reduces lifecycle GHG emissions by 85% or more compared with conventional jet fuel by 2030.

◦ At the international level, the Company was the only airline whose chief executive officer attended the 2021 UN Conference of the Parties ("COP26") climate conference, supporting the pathway to net-zero emissions for air travel through the use of SAF and other technologies.

◦ During the COP26 conference, the Sustainable Aviation Buyers Alliance ("SABA"), a non-profit initiative of the Environmental Defense Fund and Rocky Mountain Institute that is developing a sustainability framework for SAF, announced that United and other airlines have founded its new Aviators Group.

Through SABA, the Company intends to work collaboratively with its customers and industry peers to support low-carbon technologies such as SAF.

◦ The Company has supported the adoption of more aggressive industry targets, with both Airlines for America ("A4A") and the International Air Transport Association committing to net-zero emissions by 2050 for domestic and international carriers, respectively.

In addition, the Company along with other A4A members have pledged to work towards the Biden Administration's SAF Grand Challenge to collectively make 3 billion gallons of SAF available domestically by 2030.

Additional quantitative emissions data follows this paragraph.

The Company believes that its absolute GHG emissions will rise in the immediate future as the impact of the COVID-19 pandemic on the Company's operations lessens and the Company implements its United Next strategy and expects to return to growth with the anticipated increase in travel demand.

In addition, even though investing in carbon offsets could present near-term emissions reductions, as outlined above, the Company is resolute in attaining its mid-term and long-term climate goals without relying on the use of traditional carbon offsets and has made progress towards implementing solutions that are needed to permanently change aviation and reduce the environmental impact of air travel to protect our planet for generations to come.

It is also important to note that certain of these technology solutions need time to reach commercial availability.

Despite this and other hurdles, the Company believes that its investment in these solutions are sound, particularly given that the Company's climate goals and overall climate strategy are increasingly important factors in its relationships with its employees and customers.

Carbon Emissions 2020 2019

Direct (Scope 1) GHG Emissions in Metric Tons CO 2 e

Gross GHG emissions 15,490,070 34,413,790

SAF emissions reductions (4,708) (6,850)

Net GHG emissions 15,485,363 34,406,941

Indirect Emissions in Metric Tons CO 2 e

Indirect (Scope 2) GHG emissions 175,087 189,682

Other indirect (Scope 3) GHG emissions 4,280,317 7,471,298

Total GHG Emissions in Metric Tons CO 2 e

Gross GHG emissions 19,940,767 42,067,921

Carbon offsets (a) (4,106) (15,425)

Net GHG emissions 19,936,661 42,052,496

Carbon Emissions Intensity Rates (b) 2020 2019

Emissions Intensity per Revenue ton-mile

Revenue ton-mile ("RTMs") (millions) (c) 9,755 26,655

Metric tons CO 2 e/1,000 RTMs (d)

Emissions Intensity per Available seat-mile

Available seat-miles ("ASMs") (millions) (e) 122,804 284,999

Metric tons CO 2 e/1,000 ASMs (f)

(a) Offset purchases made in 2019 and 2020 were part of discrete promotional campaigns originally offered in late 2019 through the beginning of 2020.

These promotions were offered prior to the Company's announcement in December 2020 of its commitment to reduce 100% of its GHG emissions by 2050 without the voluntary use of traditional offsets and are no longer part of the Company's promotional campaigns.

The Company may be subject to future regulatory requirements that require the purchase of carbon offsets.

(b) Intensity rates and operational figures are calculated based on third-party verified data of 2020 and 2019.

(c) The number of revenue, passenger and cargo, tons transported multiplied by the number of miles flown on each segment.

(d) Scope 1+2 emissions/Mainline RTMs;

metric used for tracking progress against industry goal of 1.5%/year efficiency improvement.

(e) The number of seats available for passengers multiplied by the number of scheduled miles those seats are flown.

(f) Scope 1+2+3 Regional emissions/Mainline+Regional ASMs;

metric used for tracking progress against our 2035 and 2050 climate change goals.

Additional information on United's commitment to environmental sustainability is available at united.com/sustainability.

The information contained on or connected to the Company's website is not incorporated by reference into this Form 10-K and should not be considered part of this or any other report filed with the SEC.

Human Capital Management and Resources

Our employees around the world are joined in a shared purpose of "Connecting People.

Uniting the World" by enabling connections that matter and move society – whether it is connecting people across cultures, flying a loved one to a wedding, connecting medical professionals at a breakthrough conference or getting a business traveler to an important meeting or back home in time for a child's big game.

Our ability to make these connections, as well as to build long-term value for our shareholders and contribute to the broader community, depends on our commitment to attract and retain the best talent at all levels of our organization and across our global workforce.

To facilitate talent attraction and retention, we strive through our human capital management strategy to create lifelong careers for the people of United.

That includes professional development and promotional opportunities and the ability to qualify for retirement benefits, health and wellness benefits and, of course, travel privileges as we remain dedicated in providing the best place for our employees to work.

Our Core4 (we are safe, then caring, dependable and efficient) serves as the framework for how we take care of our customers and each other and how we make decisions as a team.

For United, our shared purpose is about more than getting people from one place to another and executing our strategic priorities:

it means that as a global company that operates in hundreds of locations around the world with millions of customers, we have a unique responsibility and opportunity to drive meaningful change in the places where we fly by creating exciting, rewarding and long-term careers for tens of thousands of people who live in the communities that we serve.

Demographics:

As of December 31, 2021, UAL, including its subsidiaries, had approximately 84,100 employees, including employees on voluntary leave programs, consisting of approximately 21,700 flight attendants, 15,400 passenger service agents, 12,600 ramp service agents, 12,200 pilots, 8,100 technicians and related Flight Simulator Technicians, 900 storekeeper employees, 400 dispatchers, 300 fleet tech instructors, load planners, maintenance instructors and security officers and 12,500 management and other personnel.

Approximately 85% of the Company's employees were represented by various U.S.

labor organizations at year-end 2021.

As of December 1, 2021, of our U.S.

employees, approximately 38% were female and approximately 46% self-identified as part of an underrepresented racial or ethnic group.

Our workforce diversity metrics are reported regularly to the executive team and to the Board.

The Board believes that its membership should continue to reflect a diversity of gender, race, ethnicity, age, sexual orientation and gender identity and is committed to actively seeking women and minority candidates for the pool from which director candidates are chosen in support of the Board's commitment to diversity.

The following table contains aggregate information regarding certain self-identified characteristics of our U.S.

employees and directors:

Employees and Directors (a) Female Male Asian American Indian/Alaska Native Black/African American Hispanic/

Latino Hawaiian/

Pacific Island Not disclosed Two or more races White

Board of Directors 3 11 — — 2 — — — — 12

Company-wide 26,221 41,930 8,400 297 9,128 10,788 1,572 689 1,272 36,002

Frontline 22,780 36,828 7,113 275 8,240 9,685 1,436 580 1,123 31,153

Professional/

Supervisory 2,268 3,033 690 16 678 834 109 77 101 2,796

Senior Professional/

Leaders 1,094 1,916 583 5 194 257 26 29 44 1,872

Senior Leaders 79 153 14 1 16 12 1 3 4 181

(a) Diversity representation data is for U.S.

workforce only, excluding employees on leave and those directly employed by United subsidiaries, as of December 1, 2021.

Diversity tracking is prohibited by law in some international locations.

Numbers may not sum due to rounding.

Connecting People.

Uniting the World:

The following programs, policies and initiatives encompass some of the objectives and measures that we continue to focus on as part of our human capital management strategy:

• Workplace Safety:

At United, safety is first in everything we do and is our first Core4 service standard.

We have implemented policies and training programs, as well as performed self-audits, designed to ensure our employees are safe every day.

United has onsite clinic locations in four of its hubs that provide care to active employees, including, but not limited to, services related to occupational injury, Company-directed exams, acute care for personal illness, pre-employment exams, travel immunizations and the Occupational Safety and Health Administration ("OSHA")

audiometric testing.

For all other locations, United has partnered with third-party clinics to provide such services.

United also has a Drug Abatement organization that has implemented programs aimed at supporting United's goal of maintaining a drug- and alcohol-free workplace.

Additionally, since the start of the COVID-19 pandemic, the Company has implemented additional safety measures in compliance with CDC guidelines and we actively follow their recommendations.

During the third quarter of 2021, the Company implemented a COVID-19 vaccine requirement for U.S.-based employees, subject to certain exemptions.

Early in 2021, the Company advocated with state and local government and public health officials to administer COVID-19 vaccines to both employees and the airport community at its onsite clinic locations in Guam, Houston, Chicago and Newark and is now offering COVID-19 boosters at its four onsite clinics and is continuing to work with airport partners in other locations to provide booster access to United employees.

Thousands of the Company's employees and their families were vaccinated through United's efforts.

• Diversity, Equity and Inclusion :

We believe that we are changing the face of the aviation industry and creating pathways for more diverse representation, equitable opportunities and inclusion in all areas of our business.

This starts in our workplace and extends to enhancing the customer experience and using our voice and buying power to make a difference in our communities.

In the summer of 2021, United set a goal to train 5,000 pilots by 2030 at our new facility – the United Aviate Academy – and for at least half of the pilots to be women or people of color.

Our inaugural class of 30 students, 80% of whom are women and people of color, will complete a rigorous, year-long training program.

The academy is designed to set its graduates up for a career that reflects United's high standard of professionalism and deep commitment to delivering a safe, caring, dependable and efficient travel experience.

Moving forward, we anticipate welcoming between 25 and 50 new students each month and expect to train at least 500 students yearly.

Not only does United Aviate Academy publicly establish our commitment to diversity, but our partnerships for pilot recruiting at three Historically Black Colleges and Universities ("HBCUs") enables us to support organizations that have a long history of serving underrepresented communities.

The Aviate pilot recruiting program provides a new and effective path to a United flight deck and partnering with HBCUs will give United the opportunity to further its efforts to diversify its employee base and flight deck.

Elizabeth City State University, Hampton University and Delaware State University are the beginning of United Aviate Academy's commitment to HBCUs.

We are taking a comprehensive approach toward sustainable progress by building customized strategies for each functional area of our business to attract diverse talent, develop our team members and support them in the advancement of their careers at United.

Our highly engaged, employee-led Business Resource Groups ("BRG") are helping to drive these strategies and grow our inclusive culture.

Our 30 BRG chapters with 2021 memberships totaling over 8,000 members worldwide build cultural awareness and allyship for the various communities they represent — Black, LGBTQ+, Multicultural, Multigenerational, People with disabilities, Veterans, Women, and Working Parents and Caregivers.

Each of our BRGs is sponsored by a member of our executive team.

Pay equity is a key tenet of our rewards strategy because it promotes an environment in which all employees feel valued and respected.

In 2020, we first announced that we achieved near-perfect pay equity for employees of all genders and races performing comparable work across our U.S.

We continued our commitment in 2021 with our annual reviews of our pay practices, including among managers, to maintain pay equity.

Our commitment to diversity and empowerment extends from our workforce and continues in our relationships with our suppliers as we recognize that we can meet our business needs while supporting economic growth in marginalized communities.

In 2021 we announced our aspiration to become a member of the Billion Dollar Roundtable ("BDR") by 2025 (the BDR is a group of corporations recognized for spending at least $1 billion annually with diverse-owned businesses).

We have built a strong foundation to keep us on track to meet that goal and are working to improve the rate of inclusion for diverse-owned businesses in our supply chain.

In 2021, we added 23 new BDR count-eligible certified diverse-owned firms to our supply chain.

• Board Oversight :

Our Board, assisted by its committees, plays a key role in the strategic oversight of management regarding the development, implementation and effectiveness of the Company's policies and strategies relating to human capital management.

Many of our Board members have experience overseeing workforce issues as CEOs and presidents of other companies or organizations.

The Compensation Committee also engages an independent compensation and benefits consulting firm to help evaluate our executive compensation and benefit programs and to provide benchmarking against a group of peer companies, including peers within the airline industry.

• Career Growth and Development and Succession Planning :

We offer a broad range of professional training and education for the career advancement and leadership development of our employees.

About 69% of our senior leaders

were internally promoted and more than 1,500 frontline employees have been promoted into management roles in the past seven years.

Our key leadership development programs include structured nomination programs for high potential leaders and opportunities for all employees to develop their careers.

Rise and LEAD are 6-month targeted programs for high-potential directors, senior managers and managers who are focused on developing strategic thinking, innovation, business acumen and executive presence skills, including through executive coaching and action learning projects.

The Airport Operations Leadership Academy provides development opportunities for all employees and supports United's goal to build a robust, diverse leadership talent pipeline.

The Airport Operations Leadership Academy provides courses, experiential learning and mentoring that can lead to certification in technical, technology and leadership skills.

Our commitment to sponsorship and mentoring is highlighted in our Advancing Leadership and Learning in Inclusion Equity and Diversity (ALLIED) program, which pairs the executive leadership team and officers with diverse managing directors and directors for a mutual learning experience that includes facilitated discussion sessions, 360-degree feedback and opportunities to mentor and network.

This commitment to mentoring and sponsorship is expanded through several programs implemented through BRGs, departments such as Inflight and Airport Operations, and the United Aviate Academy.

Succession planning is performed and tracked by our executive team members for all executives and critical key manager positions globally and across all business areas with the goal of establishing strong leadership at the Company for the future.

Executives engage in succession planning by continuously evaluating, developing and mentoring our high potential talent and providing them with advancement opportunities to ensure they are prepared when executive and management positions become available.

The Board also engages in annual succession planning and talent development discussions with our Chief Executive Officer, focusing on our ability to identify, attract, prepare and retain talented employees for future leadership positions.

• Employee Engagement :

We routinely conduct confidential employee engagement surveys of our global workforce, which provide feedback on employee satisfaction and engagement and cover a variety of topics such as company culture, safety and values, execution of our strategy, diversity, equity and inclusion and individual development, among others.

Survey results are reviewed by our executive team, who analyze opportunities for progress both at a company level as well as at a function level.

Individual managers also use survey results to implement actions and activities intended to increase the well-being of our employees.

We believe that our employee engagement initiatives, competitive pay and benefit programs and career growth and development opportunities help increase employee satisfaction and tenure and reduce voluntary turnover.

• Talent and Pay:

While our rewards package for most of our employees is defined by our collective bargaining agreements, it includes competitive base pay, travel privileges and other comprehensive benefits, including health, wellness and retirement programs for all our employees, including part-time employees.

We also review both industry and local market data at least annually to identify trends and market gaps in order to maintain the competitiveness of our compensation and employee benefit programs.

With respect to executives, a substantial proportion of their total rewards is variable, at-risk pay that is based on Company performance and delivered in the form of equity, supporting alignment over the long term between our executives and our shareholders.

We align our executives' long-term equity compensation with our shareholders' interests by linking realizable pay with stock performance.

In addition, the Company has performance-based compensation programs for other management employee leaders, including managers, supervisors and team leads.

During the COVID-19 pandemic, United implemented new benefits and enhanced existing benefits to assist employees, including enhanced telemedicine offerings to all employees, contact tracing benefits related to COVID-19 exposure, modified absence management practices and additional mental health programs and resources.

• Collective Bargaining Agreements:

Collective bargaining agreements between the Company and its represented employee groups are negotiated under the Railway Labor Act ("RLA").

Such agreements typically do not contain an expiration date and instead specify an amendable date, upon which the agreement is considered "open for amendment." The following table reflects the Company's represented employee groups, the number of employees per represented group, union representation for each employee group, and the amendable date for each employee group's collective bargaining agreement as of December 31, 2021:

Group Number of Employees Union Agreement Open for Amendment

United Airlines, Inc.:

Flight Attendants 21,678 Association of Flight Attendants (the "AFA") August 2021

Fleet Service 12,564 International Association of Machinists and Aerospace Workers (the "IAM") December 2021

Pilots 12,231 Air Line Pilots Association January 2019

Passenger Service 11,034 IAM December 2021

Technicians 8,065 International Brotherhood of Teamsters December 2022

Storekeepers 899 IAM December 2021

Dispatchers 389 Professional Airline Flight Control Association December 2021

Fleet Tech Instructors 158 IAM December 2021

Load Planners 60 IAM December 2021

Security Officers 45 IAM December 2021

Food Service Employees 37 UNITE HERE N/A

Maintenance Instructors 35 IAM December 2021

United Ground Express, Inc.:

Passenger Service 4,399 IAM March 2025

• Additional Information:

See our Corporate Responsibility Report, which is available on our website at crreport.united.com, for additional information on our human capital management programs, initiatives and measures.

We are committed to transparency and accountability as we work to better reflect the diversity of the communities we serve in all areas of our business and, to track our progress, have committed to sharing our U.S.

workforce demographic data by self-identified race, ethnicity and gender on an annual basis on our website.

Industry Regulation

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See Part I, Item 1A.

Factors—"The airline industry is subject to extensive government regulation, which imposes significant costs and may adversely impact our business, operating results and financial condition" for additional information on the material effects of compliance with government regulations.

Risk Factors—" The airline industry is subject to extensive government regulation, which imposes significant costs and may adversely impact our business, operating results and financial condition " for additional information on the material effects of compliance with government regulations.

Domestic Regulation.

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The airline industry is also subject to numerous other federal laws and regulations.

Department of Homeland Security ("DHS") has jurisdiction over virtually every aspect of civil aviation security.

Department of Homeland Security ("DHS")

has jurisdiction over virtually every aspect of civil aviation security.

The Antitrust Division of the U.S.

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Postal Service has authority over certain aspects of the transportation of mail by airlines.

Labor relations in the airline industry are generally governed by the Railway Labor Act ("RLA"), a federal statute.

Labor relations in the airline industry are generally governed by the RLA, a federal statute.

The Company is also subject to investigation inquiries by the DOT, FAA, DOJ, DHS, the U.S.

Food and Drug Administration ("FDA"), the U.S.

Department of Agriculture ("USDA"), Centers for Disease Control and Prevention ("CDC"), U.S.

Occupational Safety and Health Administration ("OSHA" ), and other U.S.

Department of Agriculture ("USDA"), Centers for Disease Control and Prevention ("CDC"), OSHA, and other U.S.

and international regulatory bodies.

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Federally-mandated domestic slot restrictions that limit operations and regulate capacity currently apply at three airports:

Reagan National Airport in Washington, D.C.

("Reagan National"), and John F.

Kennedy International Airport and LaGuardia Airport ("LaGuardia") in the New York City metropolitan region.

Reagan National Airport in Washington, D.C., and John F.

Kennedy International Airport and LaGuardia Airport in the New York City metropolitan region.

Additional restrictions on takeoff and landing slots at these and other airports may be implemented in the future and could affect the Company's rights of ownership and transfer as well as its operations.

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The law includes a range of policy changes related to airline customer service and aviation safety.

Implementation of some items continues into the new Administration and, depending on how they are implemented, could impact our operations and costs.

Implementation of some items continues and, depending on how they are implemented, could impact our operations and costs.

Congressional action in response to the COVID-19 pandemic has provided funding for U.S.

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Congress has imposed limited conditions on airlines accepting funding, including workforce retention and minimum service requirements.

With the change in control of the U.S.

Congress and a new presidential administration, any future funding or other pandemic relief could include additional requirements that could impact our operations and costs.

With the current U.S.

Congress and presidential administration, any future funding or other pandemic relief could include additional requirements that could impact our operations and costs.

Additionally, the U.S.

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federal corporate income tax rate, which could impact the Company and the airline industry.

Catering Operations .

The Company owns and operates catering kitchens at airports in Denver, Cleveland, Newark, Houston, and Honolulu, which prepare ready-to-eat food for United flights.

Some of the Company's kitchens also prepare ready-to-eat food for other domestic and international airlines.

The Company's onboard food service operations are subject to FDA regulation through its interstate conveyance sanitation regulations, and the Company's catering operations are subject to regulation by the FDA and the USDA, as well as other federal, state, and local regulatory agencies.

In particular, the FDA enforces the Federal Food Safety Modernization Act which requires all food manufacturers, including ready-to-eat catering operations, to implement stringent risk-based preventive controls.

As a result, the Company's catering and food service operations are periodically subject to inspections and enforcement by regulatory agencies.

International Regulation.

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In connection with the Company's international services, the Company is regulated by both the U.S.

government and the governments of the foreign countries the Company serves.

government and the governments of the foreign countries or regions the Company serves.

In addition, the availability of international routes to U.S.

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In cases where this activity exceeds U.S.

requirements, additional burden and liability may be placed on the

Certain countries have regulations requiring passenger compensation and/or enforcement penalties from the Company in addition to changes in operating procedures due to canceled and delayed flights.

requirements, additional burden and liability may be placed on the Company.

Certain countries have regulations requiring passenger compensation from the Company and/or enforcement penalties in addition to changes in operating procedures due to overbooked, canceled or delayed flights.

Airport Access.

Historically, access to foreign markets has been tightly controlled through bilateral agreements between the U.S.

and each foreign country involved.

These agreements regulate the markets served, the number of carriers allowed to serve each market and the frequency of carriers' flights.

Historically, access to foreign routes has been tightly controlled through bilateral agreements between the U.S.

and each foreign jurisdiction involved.

These agreements regulate the routes served, the number of carriers allowed to serve each route and the frequency of carriers' flights.

Since the early 1990s, the U.S.

has pursued a policy of "Open Skies" (meaning all U.S.-flag carriers have access to the destination), under which the U.S.

has pursued a policy of "Open Skies" (meaning all U.S.

and foreign carriers have access to the destination), under which the U.S.

government has negotiated a number of bilateral agreements allowing unrestricted access between U.S.

and foreign markets.

and foreign points.

Currently, there are more than 100 Open Skies agreements in effect.

However, even with Open Skies, many of the airports that the Company serves in Europe, Asia and Latin America maintain slot controls.

A large number of these slot controls exist due to congestion, environmental and noise protection and reduced capacity due to runway and air traffic control ("ATC") construction work, among other reasons.

London Heathrow International Airport, Frankfurt Rhein-Main Airport, Shanghai Pudong International Airport, Beijing Capital International Airport, Sao Paulo Guarulhos International Airport and Tokyo Haneda International Airport are among the most restrictive foreign airports due to slot and capacity limitations.

The Company's ability to serve some foreign markets and expand into certain others is limited by the absence of aviation agreements between the U.S.

However, even with Open Skies, many of the airports that the Company serves in Africa, the Middle East, Asia/Pacific, Europe, and Latin America maintain slot controls.

A large number of these slot controls exist due to congestion, environmental and noise protection and reduced capacity due to runway and ATC construction work, among other reasons.

The Company's ability to serve some foreign routes and expand into certain others is limited by the absence of aviation agreements between the U.S.

government and the relevant foreign governments.

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Depending on the nature of any such change, the value of the Company's international route authorities and slot rights may be materially enhanced or diminished.

Similarly, foreign governments control their airspace and can restrict our ability to overfly their territory, enhancing or diminishing the value of the Company's existing international route authorities and slot rights.

The COVID-19 pandemic has caused most governments to restrict entry to foreign nationals (with some exceptions) and to impose multiple health management rules which can include COVID-19 testing, quarantine upon arrival, health declarations, and temperature screens, among others.

Such requirements may result in reduced demand for travel and cause the Company to suspend service to some foreign markets.

Similarly, foreign governments control their airspace and can restrict our ability to overfly their territory, which may enhance or diminish the value of the Company's existing international route authorizations and slot rights.

The COVID-19 pandemic has caused many governments to restrict entry to foreign nationals (with some exceptions) and/or to impose multiple health management rules which can include COVID-19 vaccinations, boosters, testing, quarantine upon arrival, health declarations, and temperature screens, among others.

Such requirements have resulted in reduced demand for travel in certain circumstances and have caused the Company to suspend some international service.

Certain foreign governments have granted waivers for limited periods that allow the Company to maintain existing slot rights and route authorizations while not operating at a particular foreign point.

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Environmental Regulation .

The airline industry is subject to increasingly stringent federal, state, local and international environmental requirements, including those regulating emissions to air, water discharges, safe drinking water and the use and management of hazardous substances and wastes.

The airline industry is subject to increasingly stringent federal, state, local and international environmental regulations, including those regulating emissions to air, water discharges, safe drinking water and the use and management of hazardous substances and wastes.

The Company endeavors to comply with all applicable environmental regulations.

Climate Change .

There is an increasing global regulatory focus on greenhouse gas ("GHG") emissions and their potential impacts relating to climate change.

An initiative to regulate GHG emissions from aviation known as the European Union ("EU") Emission Trading System ("ETS") was adopted in 2009, but applicability to flights arriving at or departing from airports outside the EU has been postponed several times.

In December 2017, the European Parliament voted to extend exemptions for extra-EU flights until December 2023 in order to align the extension date with the completion of the pilot phase of the International Civil Aviation Organization's ("ICAO") Carbon Offsetting and Reduction Scheme for International Aviation ("CORSIA").

CORSIA, which was adopted in October 2016, is intended to create a single global market-based measure to achieve carbon-neutral growth for international aviation, which can be achieved through airline purchases of eligible carbon offset credits and the use of eligible sustainable fuels.

As outlined above, the Company's commitment to becoming a more environmentally sustainable company extends beyond seeking to comply with regulatory requirements.

At the same time, efforts to reduce carbon emissions through environmental sustainability legislation and regulation, or non-binding standards or accords, is an increased focus of global, national and regional regulators.

A policy to regulate GHG emissions from aviation known as the European Union ("EU") Emission Trading System ("ETS") was adopted in 2009, but applicability to flights arriving at or departing from airports outside the EU has been postponed several times.

In December 2017, the European Parliament voted to extend exemptions for extra-EU flights until December 2023 in order to align with the completion of the pilot phase of the International Civil Aviation Organization's ("ICAO") Carbon Offsetting and Reduction Scheme for International Aviation ("CORSIA").

More recently, the European Parliament released its Fit for 55 proposals to revise and update EU legislation in line with a goal of reducing GHG emissions 55% by 2030, including provisions purporting to implement CORSIA through the EU ETS.

The current proposals, if adopted, could require airlines to comply with duplicative requirements under both EU ETS and CORSIA for intra-EU international flights.

CORSIA, which was adopted in October 2016, is intended to create a single global market-based measure to achieve carbon-neutral growth for international aviation, through airline purchases of eligible carbon offset credits and the use of eligible sustainable fuels.

The unprecedented nature of the COVID-19 pandemic prompted ICAO to include only 2019 emissions (as opposed to the originally planned average of 2019-20 emissions) as the baseline upon which offsetting obligations would be calculated for the pilot phase (2021-23) of the scheme;

the applicable baseline for the subsequent phases of the scheme, however, is still uncertain.

The European Parliament is expected to assess CORSIA implementation and re-assess the applicability of EU ETS to international aviation in 2024, at which point the EU could require all extra- and intra-EU flights to participate in EU ETS.

The ICAO Assembly will review CORSIA in 2022, and this review will include the impact of COVID-19 on the scheme, including the changed baseline to 2019.

Certain CORSIA program aspects could potentially be affected by the results of the pilot phase of the program, and thus the impact of CORSIA cannot be fully predicted.

However, CORSIA is expected to increase operating costs for the Company, depending on a number of factors, including the number of its flights that are subject to CORSIA, the fuel efficiency of the Company's fleet, the Company's purchase and use of CORSIA-eligible sustainable fuels, aviation sector growth, the price of CORSIA-eligible offsets and the applicable baseline year(s) applied to future phases of the program.

In 2017, ICAO also adopted a carbon dioxide ("CO 2 ") emission standard for aircraft.

In December 2020, the U.S.

Environmental Protection Agency ("EPA") adopted its own aircraft and aircraft engine GHG emissions standards, which are aligned with the 2017 ICAO airplane CO 2 emission standards.

While United endeavors to comply with all applicable environmental regulations, United's Eco-Skies commitment to becoming a more environmentally sustainable company extends beyond seeking to comply with regulatory requirements.

We have made a series of tangible commitments and actions to help reduce our carbon emission footprint, including the following:

• In 2015, we invested $30 million in Fulcrum BioEnergy, a sustainable aviation fuel ("SAF") producer that converts trash to low-carbon jet fuel.

• In 2016, we became the first airline globally to use SAF in regular operations on a continuous basis and, as of December 31, 2020, based on publicly announced commitments, have purchased more SAF than any other U.S.

commercial airline.

• In 2018, we became the first U.S.

airline to establish a climate goal of reducing our emissions 50% by 2050 versus our 2005 baseline.

◦ We pledged to become 100% green by reducing our GHG emissions by 100% by 2050—without relying on voluntary carbon offsets.

◦ We became the first airline to announce a commitment to invest in Direct Air Capture technology through 1PointFive, a joint venture between Oxy Low Carbon Ventures and Rusheen Capital.

◦ The Carbon Disclosure Project ("CDP") named United as the only airline globally to its climate 'A List' for the Company's actions to cut emissions, mitigate climate risks and develop the low-carbon economy, marking the seventh consecutive year that United had the highest CDP score among U.S.

• In the first quarter of 2021, United entered into an agreement to work with, and to invest in, air mobility company Archer Aviation Inc.

on the development of electric vertical takeoff and landing (eVTOL) aircraft that have the potential for future use as an 'air taxi' in urban markets.

Additional information regarding United's Eco-Skies program and our pledge to become 100% green by reducing GHG emissions by 100% by 2050, can be found on our website at united.com/100green.

The information contained on or connected to the Company's website is not incorporated by reference into this Annual Report on Form 10-K and should not be considered part of this or any other report filed with the SEC.

Domestically, in December 2020, the U.S.

Environmental Protection Agency ("EPA") adopted its own aircraft and aircraft engine GHG emissions standards, which are aligned with the 2017 ICAO airplane CO2 emission standards, but the U.S.

government has recently indicated that it will seek more ambitious aircraft CO2 standards within ICAO.

Additionally, in November 2021 the FAA released the U.S.

Aviation Climate Action Plan, which indicates the administration will be assessing policy measures for domestic aviation GHG emissions which could include similar requirements to CORSIA to purchase offsets for domestic flights.

The Company believes that policies that incentivize the production of SAF, such as a blender's tax credit, or economy-wide carbon prices or taxes, would enable the Company to decarbonize its operations more cost efficiently than a patchwork of regulatory requirements on aviation, particularly those that require airlines to reduce flights or impose the cost of transitioning to low-carbon alternatives disproportionately on airlines.

The Company is working with policymakers to adopt policies that incentivize the production of SAF to allow the industry to transition to a lower carbon future.

In addition, while the Company is resolute in attaining its mid-term and long-term climate goals without relying on voluntary use of traditional carbon offsets, the Company may be subject to future regulatory requirements that require the purchase of carbon offsets, which may expose the Company to additional costs associated with the procurement of offsets or limited supply in the carbon offsets market.

Other Regulations .

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The implementation of these requirements is expected to result in restrictions on mobile sources of air pollutants such as cars, trucks and airport ground support equipment in corresponding locations.

Various states have passed legislation restricting the use of Class B fire-fighting foam agents that contain intentionally added per- and polyfluoroalkyl substances ("PFAS"), which are expected to require the Company to incur costs to convert existing fixed foam fire suppression systems to accommodate PFAS-free firefighting foam agents.

Various states have passed legislation restricting the use of Class B fire-fighting foam agents that contain intentionally added per- and polyfluoroalkyl substances ("PFAS"), which are expected to require the Company to continue to incur costs to convert existing fixed foam fire suppression systems to accommodate PFAS-free firefighting foam agents.

In addition, the EPA has developed a comprehensive strategic plan for PFAS regulatory actions across a wide spectrum of its statutory authorities, including the Comprehensive Environmental Response, Compensation, and Liability Act ("CERCLA"), the Resource Conservation and Recovery Act, the Clean Water Act, the Toxic Substances Control Act and the Safe Drinking Water Act.

The Company expects these broad regulatory policies will impact its operations that currently have or historically used fire-fighting foam agents containing PFAS.

To mitigate these risks, the Company is working to remove PFAS-containing fire-fighting foam from its hangars through a phased retrofit strategy, and is committed to transitioning to PFAS-free materials for fire suppression.

Finally, environmental cleanup laws could require the Company to undertake or subject the Company to liability for investigation and remediation costs at certain owned or leased locations or third-party disposal locations.

Because certain

PFAS are expected to be regulated under CERCLA and other environmental cleanup laws, the Company may become subject to potential liability for its historic usage of PFAS-containing materials, although such potential liability is not expected to be significant.

Until the applicability of new regulations to our specific operations is better defined and/or until pending regulations are finalized, future costs to comply with such regulations will remain uncertain but are likely to increase our operating costs over time.

While we continue to monitor these developments, the precise nature of future requirements and their applicability to the Company are difficult to predict, but the financial impact to the Company and the aviation industry could be significant.

Human Capital

As of December 31, 2020, UAL, including its subsidiaries, had approximately 74,400 employees, not including furloughed employees who were recalled in connection with the Payroll Support Program extension under Subtitle A of Title IV of Division N of the Consolidated Appropriations Act, 2021 (the "PSP Extension Law").

Approximately 84% of the Company's employees were represented by various U.S.

labor organizations.

The Company believes engaged and empowered employees are important for the success of its mission.

The Company's focus areas for employee engagement and retention include, but are not limited to:

Workplace Safety.

At United, safety is first in everything we do and is our first core4 service standard (Safe, Caring, Dependable and Efficient).

We have implemented policies and training programs, as well as performed self-audits designed to ensure our employees are safe every day.

United has onsite clinic locations in certain of its hubs that provide services to active employees including, but not limited to, occupational injury, Company-directed exams, acute care for personal illness, pre-

employment exams, travel immunizations and OSHA audiometric testing.

For all other locations, United has partnered with third-party clinics to provide such services.

United has a Drug Abatement organization that has implemented programs aimed at supporting United's goal of maintaining a drug- and alcohol-free workplace.

Additionally, since the start of the COVID-19 pandemic, t he Company has actively implemented additional safety measures in compliance with CDC guidelines and we actively follow their recommendations.

Talent and Pay .

At United, we take great pride in the unique opportunity that we have to create and support the kind of careers that are increasingly hard to find in the 21st century American economy.

There are thousands of jobs at United that do not require a four-year college degree and also provide significant schedule flexibility.

For example our flight attendants and ramp agents have significant flexibility in their work schedules and, as they gain seniority, have the opportunity to earn up to six-figures in total annual compensation and benefits.

There are thousands of additional specialized roles at United, like technicians and pilots, with even higher wage scales.

Each of these jobs comes with a full suite of employment benefits including a retirement plan, life insurance, health insurance, free travel and more.

These employees also enjoy valuable protections negotiated by U.S.

labor organizations.

Having an engaged and proud work force is important to the success of our business.

We undertake a confidential employee survey that provides us with point-in-time insights multiple times a year.

We use the employee feedback to better understand the employee experience and assess progress made on achieving our goal of making United the best place to work.

Diversity, Equity and Inclusion.

United is committed to creating a workplace where all employees feel included and empowered to make a measurable difference in our success.

United offers policies, programs, benefits and recognition designed to reward and support the success of our diverse workforce.

To help advance United's goals for diversity, equity and inclusion, the airline supports seven employee-run business resource groups with over 8,000 participants.

Each group — LGBTQ+, Multi-cultural, People with Disabilities, Veterans, Women, Black/African American and Next Generation — helps increase awareness and understanding of cultural issues and opportunities for employees, while nurturing United's diverse talent, enriching the airline's organizational culture and contributing to Company performance.

In 2020 and for the fifth consecutive year, United was recognized as a top-scoring company and best place to work for disability inclusion with a perfect score of 100 on the 2020 Disability Equality Index (DEI).

In February, 2021, United received a perfect score of 100%, for the tenth consecutive year, on the Human Rights Campaign Foundation's 2021 Corporate Equality Index (CEI).

The scorecard is a benchmarking report on corporate policies and practices related to LGBTQ workplace equality.

The perfect score places United on the prestigious 2021 list of "Best Places to Work for LGBTQ Equality."

Additionally, we announced in January that we have achieved near perfect gender and pay equity for our U.S.-based population and, to promote greater transparency, have shared our gender and racial/ethnic representation for our workforce with our employees.

We remain committed to continuing to share this information as we continue our journey towards great diversity, equity and inclusion throughout our organization.

Health Benefits:

COVID-19 Impacts.

United offers a variety of medical plans and options, including vision, dental, long-term disability and life insurance.

At United, physical, emotional and financial wellness are top priorities.

In 2020, United implemented new benefits and enhanced preexisting benefits to assist employees during the COVID-19 pandemic.

These included enhanced telemedicine offerings to all employees, contact tracing, modified absence management practices and additional mental health programs and resources.

Collective Bargaining Agreements.

Collective bargaining agreements between the Company and its represented employee groups are negotiated under the RLA.

Such agreements typically do not contain an expiration date and instead specify an amendable date, upon which the agreement is considered "open for amendment."

The following table reflects the Company's represented employee groups, the number of employees per represented group, union representation for each employee group, and the amendable date for each employee group's collective bargaining agreement as of December 31, 2020:

Group Number of Employees Union Agreement Open for Amendment

Flight Attendants 16,507 Association of Flight Attendants (the "AFA") August 2021

Pilots 11,840 ALPA January 2019

Fleet Service 11,383 International Association of Machinists and Aerospace Workers (the "IAM") December 2021

Passenger Service 9,272 IAM December 2021

Technicians 6,630 IBT December 2022

Passenger Service - United Ground Express, Inc.

3,427 IAM March 2025

Catering 1,941 UNITE HERE N/A

Storekeepers 653 IAM December 2021

Dispatchers 249 Professional Airline Flight Control Association December 2021

Fleet Tech Instructors 112 IAM December 2021

Load Planners 41 IAM December 2021

Security Officers 45 IAM December 2021

Maintenance Instructors 36 IAM December 2021

While the Company is required to comply with numerous applicable environmental regulations, the Company believes that these regulations and programs, including the pilot phase of CORSIA, EPA regulations regarding PFAS and GHG emissions, and other existing environmental regulations is not reasonably likely to have a material effect on the Company's results or competitive position.

However, the precise nature of future requirements and their applicability to the Company are difficult to predict and the financial impact to the Company and the aviation industry could be significant.

Information about Our Executive Officers

Below is a list of the Company's executive officers as of the date hereof, including their name, office(s) held and age.

Name Position Age

Torbjorn (Toby) J.

Enqvist Executive Vice President and Chief Customer Officer 50

Kate Gebo Executive Vice President Human Resources and Labor Relations 53

Hart President 52

Jojo Executive Vice President Technology and Chief Digital Officer 56

Scott Kirby Chief Executive Officer 54

Gerald Laderman Executive Vice President and Chief Financial Officer 64

Andrew Nocella Executive Vice President and Chief Commercial Officer 52

Jonathan Roitman Executive Vice President and Chief Operations Officer 56

Set forth below is a description of the background of each of the Company's executive officers.

Executive officers are elected by UAL's Board for an initial term that continues until the first Board meeting following the next Annual Meeting of Shareholders and thereafter, are elected for a one-year term or until their successors have been chosen, or until their earlier death, resignation or removal.

Executive officers serve at the discretion of the Board.

Unless otherwise stated, employment is by UAL and United.

There are no family relationships between any executive officer or director of UAL.

Torbjorn (Toby) J.

Enqvist has served as the Executive Vice President and Chief Customer Officer of UAL and United since June 1, 2021.

From August 2018 to May 2021, he served as Senior Vice President and Chief Customer Officer of UAL and United.

From December 2017 to August 2018, he served as Senior Vice President of Network Operations and Customer Solutions of UAL and United.

From July 2017 to December 2017, he served as Senior Vice President of Customer Solutions and Recovery of UAL and United.

From April 2015 to July 2017, he served as Vice President of Airport Innovations of UAL and United.

Gebo has served as Executive Vice President Human Resources and Labor Relations of UAL and United since December 2017.

2 unchanged sentences

From October 2015 to November 2016, Ms.

Gebo served as Vice President of the Office of the Chief Executive Officer.

Gebo served as Vice President of the Office of the Chief Executive Officer of United.

From November 2009 to October 2015, Ms.

15 unchanged sentences

From July 2011 to October 2014, Ms.

Jojo served as Executive Vice President and Chief Information Officer of Rogers Communications, Inc., a Canadian communications and media company.

Jojo served as Executive Vice President and Chief Information Officer

of Rogers Communications, Inc., a Canadian communications and media company.

From October 2008 to June 2011, Ms.

Jojo served as Chief Information Officer of Energy Future Holdings, a Dallas-based privately held energy company and electrical utility provider.

Kenny has served as Vice President and Controller of UAL and United since October 2010.

From September 2003 to September 2010, Mr.

Kenny served as Vice President and Controller of Continental.

Kenny joined Continental in 1997.

Kirby has served as Chief Executive Officer of UAL and United since May 2020.

18 unchanged sentences

Laderman joined Continental in 1988 as senior director legal affairs, finance and aircraft programs.

Munoz has served as Executive Chairman of the Board of Directors of UAL since May 2020.

Munoz served as Chief Executive Officer of UAL and United from September 2015 to May 2020, and also as President of UAL and United from September 2015 until August 2016.

From February 2015 to September 2015, Mr.

Munoz served as President and Chief Operating Officer of CSX Corporation ("CSX"), a railroad and intermodal transportation services company, overseeing operations, sales and marketing, human resources, service design and information technology.

Prior to his appointment as President and Chief Operating Officer of CSX, Mr.

Munoz served as Executive Vice President and Chief Operating Officer of CSX from January 2012 to February 2015 and as Executive Vice President and Chief Financial Officer of CSX from 2003 to 2012.

Munoz has been a member of the UAL Board of Directors since 2010.

Andrew Nocella.

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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.

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Item 1. Business