Gary C. Kelly - Feb 1, 2023 Form 4 Insider Report for SOUTHWEST AIRLINES CO (LUV)

Role: Executive Chairman, Director
Signature: /s/ Tim Whisler, on behalf of and as attorney-in-fact for Gary C. Kelly
Stock symbol: LUV
Transactions as of: Feb 1, 2023
Transactions value $: $0
Form type: 4
Date filed: 2/3/2023, 03:42 PM
Previous filing: Jan 4, 2023
Next filing: Feb 17, 2023

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	LUV	Common Stock	Award	$0	+53.3K	+36.66%	$0.00	199K	Feb 1, 2023	Direct	F1
holding	LUV	Common Stock						352K	Feb 1, 2023	By Family Trust	F2
holding	LUV	Common Stock						308K	Feb 1, 2023	By Family Trust	F3
holding	LUV	Common Stock						68K	Feb 1, 2023	By Family Limited Partnership	F4, F5

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

Explanation of Responses:

Id	Content
F1	Reflects the exempt acquisition of restricted stock units pursuant to the Southwest Airlines Co. Amended and Restated 2007 Equity Incentive Plan. The restricted stock units will vest with respect to one-third of the shares covered thereby annually, beginning on February 21, 2024, and will entitle the reporting person to one share of common stock for each restricted stock unit that vests.
F2	These shares are held by a trust for the reporting person and his descendants (the "Reporting Person Trust") and include 131,838 shares deemed to be beneficaially owned through the Reporting Person Trust's limited partner interest in the Family Limited Partnership (see footnote 4), as well as 219,758 other shares held by the Reporting Person Trust. The reporting person is trustee of the Reporting Person Trust.
F3	These shares are held by a trust for the reporting person's spouse and her descendants (the "Spousal Trust") and include 102,718 shares deemed to be beneficially owned through the Spousal Trust's limited partnership interest in the Family Limited Partnership (see footnote 4), as well as 205,000 other shares held by the Spousal Trust. The reporting person's spouse is trustee of the Spousal Trust.
F4	These shares are held by a family limited partnership (the "Family Limited Partnership"), (a) the sole general partner of which is a limited liability company that is wholly owned by the reporting person and his spouse (the "Family Limited Liability Company") and (b) the sole limited partners of which are the Reporting Person Trust, the Spousal Trust, the reporting person through a separate limited partnership interest in the Family Limited Partnership (the "Reporting Person CP LP interest"), and the reporting person's spouse through a community property limited partnership interest in the Family Limited Partnership (the "Spousal CP LP Interest").
F5	Includes (a) 12,369 shares indirectly held through the Reporting Person LP Interest, (b) 26,289 shares indirectly held through the Reporting Person CP LP Interest in the Family Limited Partnership, (c) 26,289 shares indirectly held through the Spousal CP LP Interest in the Family Limited Partnership, and (d) 3,025 shares indirectly held through the Family Limited Liability Company's general partnership interest in the Family Limited Partnership.