Annual General Meeting Transcript - LUV 2026-05-07

Operator

Welcome to Southwest Airlines Virtual Shareholder Meeting. Please note, this meeting will be recorded and will be available within 48 hours following the meeting in the Investor Relations section of Southwest.com. I will now turn the call over to Mr. Douglas Brooks.

Douglas H. Brooks, Board Member

Thank you, Operator. Good afternoon and welcome to the Southwest Airlines 2026 Annual Meetings of Shareholders. I am Doug Brooks, Chair of the Board of Southwest Airlines. I'm joined by the company's CEO, President, and Vice Chairman Bob Jordan, as well as Jeff Naboto, Southwest Corporate Secretary. Tony Caridio joins us online. He's been appointed to act as Inspector of Election on behalf of Broadridge Financial Solutions. I'd also like to welcome other members of the board of directors who have joined us virtually. Before we begin, please note the agenda for today's meeting is shown on the screen in front of you. The proxy statement, annual report, and rules of conduct for the meeting are posted in the meeting materials section at the bottom right of the screen. If you're a shareholder and would like to submit a question directly related to any of the proposals or the auditors, you may submit it in the ask a question section at the bottom left of your screen. If you have a question for the company not directly related to any of the proposals, you are welcome to contact our investor relations department after today's meeting. The meeting will now come to order and the polls are now open for voting. If you're a shareholder or hold a proxy for a shareholder and would like to vote, you may click on the Vote Here button at the bottom center of your screen. The polls will be closed after all proposals to be voted on have been presented as indicated in the meeting agenda. Jeff will now report on some basic requirements for us to hold this meeting.

Jeff Novota, General Counsel

Thank you, Doug. I can report that I have received an affidavit of distribution from Broadridge Financial Solutions certifying that the notice of this meeting as well as the other proxy materials for this meeting were distributed to all shareholders of record commencing on March 27, 2026. The list of our shareholders of record has been available for inspection at the company's offices and has been on a reasonably accessible electronic network for over 10 days prior to this meeting. In addition, the inspector of election has signed an oath of office and has determined that the holders of more than a majority of the shares entitled to vote at this meeting are present in person or by proxy. This is sufficient for a quorum to conduct business.

Douglas H. Brooks, Board Member

Thank you, Jeff. I declare this meeting as duly constituted and convened. As stated in the notice of the meeting, there are three proposals to be voted on today, each of which is identified in the proxy statement. Proposal one is the election of directors. Proposal two is the advisory vote to approve named executive officer compensation. And proposal three is the ratification of the selection of Ernst & Young, LLP, as the company's independent auditors for the fiscal year ending December 31, 2026. Regarding proposal three, the ratification of the selection of Ernst & Young as the company's independent auditors for the fiscal year ending December 31, 2026, Mr. Brad McLam, our Ernst & Young audit partner, is present. Ernst & Young has been given the opportunity to make a statement and has informed me they do not have a statement. Mr. McLam is now available to answer any questions for Ernst & Young.

Jeff Novota, General Counsel

And, Doug, we've reviewed the queue. There are no questions for Ernst & Young.

Douglas H. Brooks, Board Member

We will now pause to review any questions directly related to the proposals. Jeff, are there any questions regarding any of the proposals?

Jeff Novota, General Counsel

There are no questions regarding any of the proposals.

Douglas H. Brooks, Board Member

Thank you, Jeff. I hereby declare the polls closed. So Jeff, will you please report on the preliminary results of the voting?

Jeff Novota, General Counsel

The following results are from the preliminary report of the Inspector of Election. With respect to Proposal 1, each of the 11 director nominees has received a majority vote in favor of their election and therefore each nominee for director has therefore been duly elected. With respect to Proposals 2 and 3, each has received a majority vote in favor, which means each of such proposals has passed.

Douglas H. Brooks, Board Member

Thank you, Jeff. The final results will be reported by the company on Form 8K. There being no further business to come before this meeting, I declare this annual meeting of shareholders adjourned. Thank you for attending today's meeting.