Elliott Investment Management L.P. - Aug 27, 2024 Form 3 Insider Report for SOUTHWEST AIRLINES CO (LUV)

Role: 10%+ Owner
Signature: Elliott Investment Management L.P. /s/ Elliot Greenberg, Vice President
Stock symbol: LUV
Transactions as of: Aug 27, 2024
Transactions value $: $0
Form type: 3
Date filed: 9/3/2024, 08:30 AM
Previous filing: Jan 23, 2024

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
holding	LUV	Common Stock, par value $1.00 per share ("Common Stock")						61.1M	Aug 27, 2024	See footnote	F1

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
holding	LUV	Notional Principal Amount Derivative Agreements							Aug 27, 2024	Common Stock	4.81M		See footnote	F1, F2

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	This Form 3 is being filed by Elliott Investment Management L.P., a Delaware limited partnership ("EIM" or the "Reporting Person"), which serves as the investment manager of Elliott Associates, L.P., a Delaware limited partnership ("Elliott") and Elliott International, L.P., a Cayman Islands limited partnership ("Elliott International", and together with Elliott, the "Elliott Funds"), with respect to the securities held by the Elliott Funds and/or their respective subsidiaries. Elliott Investment Management GP LLC, a Delaware limited liability company ("EIM GP"), is the sole general partner of EIM. Paul E. Singer ("Singer") is the sole managing member of EIM GP. The Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any.
F2	The Elliott Funds entered into certain notional principal amount derivative agreements (the "Cash Derivative Agreements") in the form of cash settled swaps with reference prices ranging from $26.73 to $26.94. The derivative agreements shall continue until terminated as elected by the parties and currently have an initial reference termination date of March 27, 2028. The Cash Derivative Agreements provide the Elliott Funds with economic results that are comparable to the economic results of ownership but do not provide them or the Reporting Person with the power to vote or direct the voting or dispose of or direct the disposition of the shares that are referenced in the Cash Derivative Agreements (such shares, the "Subject Shares"). The Reporting Person disclaims beneficial ownership in the Subject Shares.

Content

This Form 3 is being filed by Elliott Investment Management L.P., a Delaware limited partnership ("EIM" or the "Reporting Person"), which serves as the investment manager of Elliott Associates, L.P., a Delaware limited partnership ("Elliott") and Elliott International, L.P., a Cayman Islands limited partnership ("Elliott International", and together with Elliott, the "Elliott Funds"), with respect to the securities held by the Elliott Funds and/or their respective subsidiaries. Elliott Investment Management GP LLC, a Delaware limited liability company ("EIM GP"), is the sole general partner of EIM. Paul E. Singer ("Singer") is the sole managing member of EIM GP. The Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any.

The Elliott Funds entered into certain notional principal amount derivative agreements (the "Cash Derivative Agreements") in the form of cash settled swaps with reference prices ranging from $26.73 to $26.94. The derivative agreements shall continue until terminated as elected by the parties and currently have an initial reference termination date of March 27, 2028. The Cash Derivative Agreements provide the Elliott Funds with economic results that are comparable to the economic results of ownership but do not provide them or the Reporting Person with the power to vote or direct the voting or dispose of or direct the disposition of the shares that are referenced in the Cash Derivative Agreements (such shares, the "Subject Shares"). The Reporting Person disclaims beneficial ownership in the Subject Shares.