UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): February 7, 2019
DELTA AIR LINES, INC.
(Exact name of registrant as specified in its charter)
| Delaware | 001-05424 | 58-0218548 |
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
P.O. Box 20706, Atlanta, Georgia 30320-6001
(Address of principal executive offices)
Registrant’s telephone number, including area code: (404) 715-2600
Registrant’s Web site address: www.delta.com
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2).
☐ Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
| Item 5.03. | Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. |
On February 7, 2019, the Board of Directors of Delta Air Lines, Inc. (“Delta”) approved an amendment to Delta’s Bylaws to reduce the percentage of voting power required to call a special meeting of stockholders from 40% to 20%.
The description of the amendment to the Bylaws above is qualified in its entirety to the text of the Bylaws, as amended and restated through February 7, 2019, which are attached as Exhibit 3.1 to this Form 8-K and incorporated herein by reference. The amendment to the Bylaws was effective on February 7, 2019.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits.
| Exhibit 3.1 | Delta Air Lines, Inc. Bylaws, as amended and restated through February 7, 2019 |
| 2 |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| DELTA AIR LINES, INC. | |
|
| |
| By: /s/ Peter W. Carter | |
| Date: February 8, 2019 |
Peter W. Carter |
| 3 |
EXHIBIT INDEX
| Exhibit Number | Description |
| Exhibit 3.1 | Delta Air Lines, Inc. Bylaws, as amended and restated through February 7, 2019 |
| 4 |