FORM 3
        
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Lentsch William P

2. Date of Event Requiring Statement (MM/DD/YYYY)
9/1/2018 

3. Issuer Name and Ticker or Trading Symbol

DELTA AIR LINES INC /DE/ [DAL]

(Last)        (First)        (Middle)

C/O DELTA AIR LINES, INC., P.O. BOX 20574, DEPT. 981

4. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                            _____ 10% Owner
___ X ___ Officer (give title below)          _____ Other (specify below)
EVP - Flying/Air Operations /

(Street)

ATLANTA, GA 30354       

(City)              (State)              (Zip)
5. If Amendment, Date Original Filed (MM/DD/YYYY)

 

6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person


Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock   28168   (1) D    

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(MM/DD/YYYY)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option (right to buy)     (2) 2/1/2027   Common Stock   9390   $49.33   D    

Explanation of Responses:
(1)  Includes 17,703 shares of restricted common stock. Of those restricted shares, (i) 3,823 were granted to the Reporting Person on February 2, 2016 and will vest on February 1, 2019, (ii) 5,680 were granted to the Reporting Person on February 9, 2017 and 2,840 will vest on February 1, 2019 and 2,840 will vest on February 1, 2020, and (iii) 8,200 were granted to the Reporting Person on February 8, 2018 and will vest in three equal annual installments on February 1, 2019, 2020 and 2021. The grants of restricted stock were approved by the Personnel & Compensation Committee ("P&C Committee") of Delta's Board of Directors and are exempt from Section 16(b) of the Securities Exchange Act of 1934 ("Exchange Act") under Rule 16b-3(d).
(2)  On February 9, 2017, the P&C Committee granted to the Reporting Person an option to purchase 9,390 shares of common stock. The option vests based on Delta's satisfaction of certain performance criteria. Because the performance criteria were met, the option as to 3,130 shares vested, and the option for the remaining 6,260 shares will vest in equal installments on February 1, 2019 and February 1, 2020. The performance criteria was certified by the P&C Committee on February 8, 2018. This grant was approved by the P&C Committee and is exempt from Section 16(b) of the Exchange Act under Rule 16b-3(d).

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Lentsch William P
C/O DELTA AIR LINES, INC.
P.O. BOX 20574, DEPT. 981
ATLANTA, GA 30354


EVP - Flying/Air Operations

Signatures
/s/ Jan M. Davidson as attorney-in-fact for William P. Lentsch 9/6/2018
** Signature of Reporting Person Date


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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