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DAL Delta Air Lines Inc

45.41

0.49 (1.09%)

Jul 19 2024 - Closed

Delayed by 15 minutes

Form 10-Q - Quarterly report [Sections 13 or 15(d)]

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q


☑			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2023


Or
☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission File Number 001-5424

DELTA AIR LINES, INC.

(Exact name of registrant as specified in its charter)


Delaware						58-0218548
(State or other jurisdiction of incorporation or organization)						(I.R.S. Employer Identification No.)

Post Office Box 20706
Atlanta, Georgia						30320-6001
(Address of principal executive offices)						(Zip Code)

Registrant's telephone number, including area code: (404) 715-2600

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol

Name of each exchange on which registered

Common Stock, par value $0.0001 per share

DAL

New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes ☑ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

Yes ☑ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and "emerging growth company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer

☑

Accelerated filer

☐

Non-accelerated filer

☐

Smaller reporting company

☐

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. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes ☐ No ☑

Number of shares outstanding by each class of common stock, as of June 30, 2023:

Common Stock, $0.0001 par value - 643,418,375 shares outstanding

This document is also available through our website at http://ir.delta.com/.


Table of Contents

			Page
Forward Looking Statements			1
Report of Independent Registered Public Accounting Firm			2

Part I. Financial Information
Item 1. Financial Statements			3
Consolidated Balance Sheets			3
Condensed Consolidated Statements of Operations and Comprehensive Income/(Loss)			4
Condensed Consolidated Statements of Cash Flows			5
Consolidated Statements of Stockholders' Equity			6
Notes to the Condensed Consolidated Financial Statements			7
Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations			19
Item 3. Quantitative and Qualitative Disclosures About Market Risk			35
Item 4. Controls and Procedures			35

Part II. Other Information
Item 1. Legal Proceedings			35
Item 1A. Risk Factors			35
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds			35
Item 6. Exhibits			36

Signature			37

Forward Looking Statements

Unless otherwise indicated or the context otherwise requires, the terms "Delta," "we," "us" and "our" refer to Delta Air Lines, Inc. and its subsidiaries.

FORWARD-LOOKING STATEMENTS

Statements in this Form 10-Q (or otherwise made by us or on our behalf) that are not historical facts, including statements about our estimates, expectations, beliefs, intentions, projections, goals, aspirations, commitments or strategies for the future, may be "forward-looking statements" as defined in the Private Securities Litigation Reform Act of 1995. Forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from historical experience or our present expectations. Known material risk factors applicable to Delta are described in "Item 1A. Risk Factors" of our Annual Report on Form 10-K for the fiscal year ended December 31, 2022 ("Form 10-K"), other than risks that could apply to any issuer or offering. All forward-looking statements speak only as of the date made, and we undertake no obligation to publicly update or revise any forward-looking statements to reflect events or circumstances that may arise after the date of this report except as required by law.

Delta Air Lines, Inc. | June 2023 Form 10-Q 1

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors and Stockholders of

Delta Air Lines, Inc.

Results of Review of Interim Financial Statements

We have reviewed the accompanying consolidated balance sheet of Delta Air Lines, Inc. (the Company) as of June 30, 2023, the related condensed consolidated statements of operations and comprehensive income/(loss) and consolidated statements of stockholders' equity for the three-month and six-month periods ended June 30, 2023 and 2022, condensed consolidated statements of cash flows for the six-month periods ended June 30, 2023 and 2022, and the related notes (collectively referred to as the "condensed consolidated interim financial statements"). Based on our reviews, we are not aware of any material modifications that should be made to the condensed consolidated interim financial statements for them to be in conformity with U.S. generally accepted accounting principles.

We have previously audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheet of the Company as of December 31, 2022, the related consolidated statements of operations, comprehensive income/(loss), cash flows, and stockholders' equity for the year then ended, and the related notes (not presented herein); and in our report dated February 10, 2023, we expressed an unqualified audit opinion on those Consolidated Financial Statements. In our opinion, the information set forth in the accompanying consolidated balance sheet as of December 31, 2022, is fairly stated, in all material respects, in relation to the consolidated balance sheet from which it has been derived.

Basis for Review Results

These financial statements are the responsibility of the Company's management. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission ("SEC") and the PCAOB. We conducted our review in accordance with the standards of the PCAOB. A review of interim financial statements consists principally of applying analytical procedures and making inquiries of persons responsible for financial and accounting matters. It is substantially less in scope than an audit conducted in accordance with the standards of the PCAOB, the objective of which is the expression of an opinion regarding the financial statements taken as a whole. Accordingly, we do not express such an opinion.


			/s/ Ernst & Young LLP
Atlanta, Georgia
July 13, 2023

Delta Air Lines, Inc. | June 2023 Form 10-Q 2

Financial Statements

DELTA AIR LINES, INC.

Consolidated Balance Sheets

(Unaudited)


(in millions, except share data)			June 30, 2023						December 31, 2022
ASSETS
Current Assets:
Cash and cash equivalents			$	2,668					$	3,266
Short-term investments			3,368						3,268
Accounts receivable, net of allowance for uncollectible accounts of $23 and $23			3,122						3,176
Fuel, expendable parts and supplies inventories, net of allowance for obsolescence of $126 and $136			1,438						1,424
Prepaid expenses and other			2,484						1,877
Total current assets			13,080						13,011

Noncurrent Assets:
Property and equipment, net of accumulated depreciation and amortization of $20,655 and $20,370			34,092						33,109
Operating lease right-of-use assets			6,834						7,036
Goodwill			9,753						9,753
Identifiable intangibles, net of accumulated amortization of $906 and $902			5,988						5,992
Equity investments			2,389						2,128

Other noncurrent assets			1,361						1,259
Total noncurrent assets			60,417						59,277
Total assets			$	73,497					$	72,288

LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities:
Current maturities of debt and finance leases			$	2,065					$	2,359
Current maturities of operating leases			699						714
Air traffic liability			10,422						8,160
Accounts payable			5,114						5,106
Accrued salaries and related benefits			3,340						3,288
Loyalty program deferred revenue			3,824						3,434
Fuel card obligation			1,100						1,100
Other accrued liabilities			1,918						1,779
Total current liabilities			28,482						25,940

Noncurrent Liabilities:
Debt and finance leases			18,140						20,671

Pension, postretirement and related benefits			3,669						3,707
Loyalty program deferred revenue			4,443						4,448
Noncurrent operating leases			6,646						6,866
Other noncurrent liabilities			4,017						4,074
Total noncurrent liabilities			36,915						39,766

Commitments and Contingencies

Stockholders' Equity:
Common stock at $0.0001 par value; 1,500,000,000 shares authorized, 654,572,361 and 651,800,786 shares issued			—						—
Additional paid-in capital			11,578						11,526
Retained earnings			2,569						1,170
Accumulated other comprehensive loss			(5,709)						(5,801)
Treasury stock, at cost, 11,153,986 and 10,535,033 shares			(338)						(313)
Total stockholders' equity			8,100						6,582
Total liabilities and stockholders' equity			$	73,497					$	72,288
The accompanying notes are an integral part of these Condensed Consolidated Financial Statements.

Delta Air Lines, Inc. | June 2023 Form 10-Q 3

Financial Statements

DELTA AIR LINES, INC.

Condensed Consolidated Statements of Operations and Comprehensive Income/(Loss)

(Unaudited)


			Three Months Ended June 30,												Six Months Ended June 30,
(in millions, except per share data)			2023						2022						2023						2022
Operating Revenue:
Passenger			$	13,205					$	10,958					$	23,616					$	17,865
Cargo			172						272						381						561
Other			2,201						2,594						4,340						4,747
Total operating revenue			15,578						13,824						28,337						23,173

Operating Expense:
Salaries and related costs			3,692						2,955						7,078						5,782
Aircraft fuel and related taxes			2,516						3,223						5,192						5,315
Ancillary businesses and refinery			1,173						1,718						2,298						3,100
Contracted services			994						791						2,004						1,544
Landing fees and other rents			617						546						1,201						1,050
Aircraft maintenance materials and outside repairs			614						522						1,199						988
Passenger commissions and other selling expenses			651						526						1,152						838
Depreciation and amortization			573						510						1,137						1,016
Regional carrier expense			559						528						1,117						1,018
Pilot agreement and related expenses			—						—						864						—
Passenger service			442						369						859						644
Profit sharing			595						54						667						54
Aircraft rent			132						127						264						249


Other			529						436						1,090						840
Total operating expense			13,087						12,305						26,122						22,438

Operating Income			2,491						1,519						2,215						735

Non-Operating Expense:
Interest expense, net			(203)						(269)						(430)						(543)

Gain/(loss) on investments, net			128						(221)						251						(368)
Loss on extinguishment of debt			(29)						(41)						(50)						(66)
Pension and related (expense)/benefit			(61)						73						(122)						145
Miscellaneous, net			(9)						(28)						(52)						(70)
Total non-operating expense, net			(174)						(486)						(403)						(902)

Income/(Loss) Before Income Taxes			2,317						1,033						1,812						(167)

Income Tax Provision			(490)						(298)						(348)						(38)

Net Income/(Loss)			$	1,827					$	735					$	1,464					$	(205)

Basic Earnings/(Loss) Per Share			$	2.86					$	1.15					$	2.29					$	(0.32)
Diluted Earnings/(Loss) Per Share			$	2.84					$	1.15					$	2.28					$	(0.32)


Comprehensive Income/(Loss)			$	1,872					$	798					$	1,556					$	(83)

The accompanying notes are an integral part of these Condensed Consolidated Financial Statements.

Delta Air Lines, Inc. | June 2023 Form 10-Q 4

Financial Statements

DELTA AIR LINES, INC.

Condensed Consolidated Statements of Cash Flows

(Unaudited)


			Six Months Ended June 30,
(in millions)			2023						2022
Net Cash Provided by Operating Activities			$	4,843					$	4,306

Cash Flows from Investing Activities:
Property and equipment additions:
Flight equipment, including advance payments			(1,704)						(1,879)
Ground property and equipment, including technology			(748)						(845)

Purchase of short-term investments			(2,011)						(474)
Redemption of short-term investments			1,961						2,289
Purchase of equity investments			—						(100)

Other, net			20						108
Net cash used in investing activities			(2,482)						(901)

Cash Flows from Financing Activities:



Payments on debt and finance lease obligations			(2,986)						(2,395)



Other, net			(24)						(27)
Net cash used in financing activities			(3,010)						(2,422)

Net (Decrease)/Increase in Cash, Cash Equivalents and Restricted Cash Equivalents			(649)						983
Cash, cash equivalents and restricted cash equivalents at beginning of period			3,473						8,569
Cash, cash equivalents and restricted cash equivalents at end of period			$	2,824					$	9,552

Non-Cash Transactions:
Right-of-use assets acquired under operating leases			$	144					$	324
Flight and ground equipment acquired under finance leases			36						81
Operating leases converted to finance leases			43						140
Equity investments and other financings			—						330


The following table provides a reconciliation of cash, cash equivalents and restricted cash equivalents reported within the Consolidated Balance Sheets to the total of the same such amounts shown above:
			June 30,
(in millions)			2023						2022
Current assets:
Cash and cash equivalents			$	2,668					$	9,221
Restricted cash included in prepaid expenses and other			156						154
Noncurrent assets:
Restricted cash included in other noncurrent assets			—						177
Total cash, cash equivalents and restricted cash equivalents			$	2,824					$	9,552

The accompanying notes are an integral part of these Condensed Consolidated Financial Statements.

Delta Air Lines, Inc. | June 2023 Form 10-Q 5

Financial Statements

DELTA AIR LINES, INC.

Consolidated Statements of Stockholders' Equity

(Unaudited)


			Common Stock						Additional Paid-In Capital			Retained Earnings			Accumulated Other Comprehensive Loss			Treasury Stock
(in millions, except per share data)			Shares			Amount												Shares			Amount			Total
Balance at December 31, 2022			652			$	—		$	11,526		$	1,170		$	(5,801)		11			$	(313)		$	6,582
Net loss			—			—			—			(363)			—			—			—			(363)

Other comprehensive income			—			—			—			—			47			—			—			47
Common stock issued for employee equity awards(1)			2			—			18			—			—			—			(24)			(6)

Balance at March 31, 2023			654			$	—		$	11,544		$	807		$	(5,754)		11			$	(337)		$	6,260
Net income			—			—			—			1,827			—			—			—			1,827
Dividends declared			—			—			—			(65)			—			—			—			(65)
Other comprehensive income			—			—			—			—			45			—			—			45
Common stock issued for employee equity awards(1)			1			—			34			—			—			—			(1)			33

Balance at June 30, 2023			655			$	—		$	11,578		$	2,569		$	(5,709)		11			$	(338)		$	8,100

(1)Treasury shares were withheld for payment of taxes, at a weighted average price per share of $39.73 and $36.76 in the March 2023 quarter and June 2023 quarter, respectively.


			Common Stock						Additional Paid-In Capital			Accumulated Deficit			Accumulated Other Comprehensive Loss			Treasury Stock
(in millions, except per share data)			Shares			Amount												Shares			Amount			Total
Balance at December 31, 2021			650			$	—		$	11,447		$	(148)		$	(7,130)		10			$	(282)		$	3,887
Net loss			—			—			—			(940)			—			—			—			(940)

Other comprehensive income			—			—			—			—			59			—			—			59
Common stock issued for employee equity awards(1)			2			—			15			—			—			1			(30)			(15)

Balance at March 31, 2022			652			$	—		$	11,462		$	(1,088)		$	(7,071)		11			$	(312)		$	2,991
Net income			—			—			—			735			—			—			—			735

Other comprehensive income			—			—			—			—			63			—			—			63
Common stock issued for employee equity awards(1)			—			—			23			—			—			—			(1)			22


Balance at June 30, 2022			652			$	—		$	11,485		$	(353)		$	(7,008)		11			$	(313)		$	3,811

(1)Treasury shares were withheld for payment of taxes, at a weighted average price per share of $41.00 and $38.11 in the March 2022 quarter and June 2022 quarter, respectively.

The accompanying notes are an integral part of these Condensed Consolidated Financial Statements.

Delta Air Lines, Inc. | June 2023 Form 10-Q 6

Notes to the Consolidated Financial Statements

DELTA AIR LINES, INC.

Notes to the Condensed Consolidated Financial Statements

(Unaudited)

NOTE 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

The accompanying unaudited Condensed Consolidated Financial Statements include the accounts of Delta Air Lines, Inc. and our consolidated subsidiaries, and have been prepared in accordance with accounting principles generally accepted in the United States ("GAAP") for interim financial information. Consistent with these requirements, this Form 10-Q does not include all the information required by GAAP for complete financial statements. As a result, this Form 10-Q should be read in conjunction with the Consolidated Financial Statements and accompanying Notes in our Form 10-K for the year ended December 31, 2022.

Management believes the accompanying unaudited Condensed Consolidated Financial Statements reflect all adjustments, including normal recurring items, considered necessary for a fair statement of results for the interim periods presented.

Due to seasonal variations in the demand for air travel, the volatility of aircraft fuel prices and other factors, operating results for the three and six months ended June 30, 2023 are not necessarily indicative of operating results for the entire year.

We reclassified certain prior period amounts to conform to the current period presentation. Unless otherwise noted, all amounts disclosed are stated before consideration of income taxes.

NOTE 2. REVENUE RECOGNITION

Passenger Revenue



			Three Months Ended June 30,									Six Months Ended June 30,
(in millions)			2023			2022						2023			2022
Ticket			$	11,829		$	9,773					$	21,068		$	15,759
Loyalty travel awards			902			744						1,645			1,287
Travel-related services			474			441						903			819
Passenger revenue			$	13,205		$	10,958					$	23,616		$	17,865

Ticket

We recognized approximately $5.7 billion and $3.3 billion in passenger revenue during the six months ended June 30, 2023 and 2022, respectively, that had been recorded in our air traffic liability balance at the beginning of those periods.

As of June 30, 2023, all of our air traffic liability was recorded as a current liability. As of December 31, 2022, our air traffic liability was $8.3 billion, of which $100 million was included in other noncurrent liabilities on our Consolidated Balance Sheet ("balance sheet").

Loyalty Travel Awards

Our SkyMiles loyalty program allows customers to earn mileage credits ("miles") by flying on Delta, Delta Connection and other airlines that participate in the loyalty program. Loyalty travel awards revenue is related to the redemption of miles for air travel. Customers can also earn miles through participating companies, such as credit card companies, hotels, car rental agencies and ridesharing companies, who purchase miles from us. Our most significant contract to sell miles relates to our co-brand credit card relationship with American Express. During the six months ended June 30, 2023 and 2022, total cash sales from marketing agreements related to our loyalty program were $3.4 billion and $2.6 billion, respectively, which are allocated to travel and other performance obligations.

Delta Air Lines, Inc. | June 2023 Form 10-Q 7

Notes to the Consolidated Financial Statements

Current Activity of the Loyalty Program. Miles are combined in one homogeneous pool and are not separately identifiable. Therefore, revenue is comprised of miles that were part of the loyalty program deferred revenue balance at the beginning of the period as well as miles that were issued during the period. The timing of mile redemptions can vary widely; however, the majority of miles have historically been redeemed within two years of being earned.

The table below presents the activity of the current and noncurrent loyalty program deferred revenue and includes miles earned through travel and miles sold to participating companies, which are primarily through marketing agreements.


Loyalty program activity
(in millions)						2023			2022
Balance at January 1						$	7,882		$	7,559
Miles earned						2,110			1,558
Miles redeemed for air travel						(1,645)			(1,287)
Miles redeemed for non-air travel and other						(80)			(73)
Balance at June 30						$	8,267		$	7,757

Travel-Related Services

Travel-related services are primarily composed of services performed in conjunction with a passenger’s flight and include baggage fees, administrative fees, and on-board sales.

Other Revenue



			Three Months Ended June 30,									Six Months Ended June 30,
(in millions)			2023			2022						2023			2022
Refinery			$	965		$	1,514					$	1,882		$	2,700
Loyalty program			774			650						1,500			1,221
Ancillary businesses			214			206						445			416
Miscellaneous			248			224						513			410
Other revenue			$	2,201		$	2,594					$	4,340		$	4,747

Refinery. This represents refinery sales to third parties. See Note 9, "Segments," for more information on revenue recognition within our refinery segment.

Loyalty Program. Loyalty program revenue relates to brand usage by third parties and other performance obligations embedded in miles sold, including redemption of miles for non-air travel and other awards. These revenues are mainly derived from the total cash sales from marketing agreements, discussed above.

Ancillary Businesses. Ancillary businesses revenue represents revenues from aircraft maintenance services we provide to third parties and our vacation wholesale operations.

Miscellaneous. Miscellaneous is primarily composed of revenues related to Delta Sky Club lounge access, including access provided to certain American Express cardholders, and codeshare agreements.

Delta Air Lines, Inc. | June 2023 Form 10-Q 8

Notes to the Consolidated Financial Statements

Revenue by Geographic Region

Operating revenue for the airline segment is recognized in a specific geographic region based on the origin, flight path and destination of each flight segment. A significant portion of the refinery segment's revenues typically consists of fuel sales to support the airline, which is eliminated in the Condensed Consolidated Financial Statements. The remaining operating revenue for the refinery segment is included in the domestic region. Our passenger and operating revenue by geographic region is summarized in the following tables:


Passenger revenue by geographic region
			Passenger Revenue
			Three Months Ended June 30,									Six Months Ended June 30,
(in millions)			2023			2022						2023			2022
Domestic			$	8,944		$	8,318					$	16,538		$	13,881
Atlantic			2,803			1,701						4,047			2,240
Latin America			926			745						2,058			1,425
Pacific			532			194						973			319
Total			$	13,205		$	10,958					$	23,616		$	17,865


Operating revenue by geographic region
			Operating Revenue
			Three Months Ended June 30,									Six Months Ended June 30,
(in millions)			2023			2022						2023			2022
Domestic			$	10,749		$	10,655					$	20,145		$	18,204
Atlantic			3,178			2,057						4,726			2,833
Latin America			1,037			854						2,317			1,665
Pacific			614			258						1,149			471
Total			$	15,578		$	13,824					$	28,337		$	23,173

NOTE 3. FAIR VALUE MEASUREMENTS

Assets/(Liabilities) Measured at Fair Value on a Recurring Basis


(in millions)			June 30, 2023			Level 1			Level 2			Level 3
Cash equivalents			$	1,339		$	1,339		$	—		$	—
Restricted cash equivalents			156			156			—			—
Short-term investments
U.S. Government securities			1,498			205			1,293			—
Corporate obligations			1,643			—			1,643			—
Asset-backed securities			120			—			120			—
Other fixed income securities			107			—			107			—
Long-term investments			1,701			1,536			39			126
Fuel hedge contracts			(9)			—			(9)			—

Delta Air Lines, Inc. | June 2023 Form 10-Q 9

Notes to the Consolidated Financial Statements


(in millions)			December 31, 2022			Level 1			Level 2			Level 3
Cash equivalents			$	2,021		$	2,021		$	—		$	—
Restricted cash equivalents			206			206			—			—
Short-term investments
U.S. Government securities			1,587			122			1,465			—
Corporate obligations			1,614			—			1,614			—
Other fixed income securities			67			—			67			—
Long-term investments			1,450			1,305			38			107
Fuel hedge contracts			(47)			—			(47)			—

Cash Equivalents and Restricted Cash Equivalents. Cash equivalents generally consist of money market funds. Restricted cash equivalents generally consist of money market funds, time deposits, commercial paper and negotiable certificates of deposit, which primarily relate to certain self-insurance obligations and airport commitments. Restricted cash equivalents are recorded in prepaid expenses and other on our balance sheet. The fair value of these cash equivalents is based on a market approach using prices generated by market transactions involving identical or comparable assets.

Short-Term Investments. The fair values of our short-term investments are based on a market approach using industry standard valuation techniques that incorporate observable inputs such as quoted market prices, interest rates, benchmark curves, credit ratings of the security and other observable information.

As of June 30, 2023, the estimated fair value of our short-term investments was $3.4 billion. Of these investments, $3.1 billion are expected to mature in one year or less, with the remainder maturing by the first quarter of 2025. Investments with maturities beyond one year when purchased are classified as short-term investments if they are expected to be available to support our short-term liquidity needs.

Long-Term Investments. Our long-term investments measured at fair value primarily consist of equity investments, which are valued based on market prices or other observable transactions and inputs, and are recorded in equity investments on our balance sheet. Our equity investments in private companies are classified as Level 3 in the fair value hierarchy as their equity is not traded on a public exchange and our valuations incorporate certain unobservable inputs, including non-public equity issuances. Fair value measurement using unobservable inputs is inherently uncertain, and a change in significant inputs could result in different fair values. See Note 4, "Investments," for further information on our equity investments.

Fuel Hedge Contracts. Our derivative contracts to hedge the financial risk from changing fuel prices are primarily related to inventory at our wholly-owned subsidiary, Monroe Energy, LLC ("Monroe"). Our fuel hedge portfolio may consist of a combination of options, swaps or futures contracts, most of which have a duration of less than three months. Option and swap contracts are valued under income approaches using option pricing models and discounted cash flow models, respectively, based on data either readily observable in public markets, derived from public markets or provided by counterparties who regularly trade in public markets. Futures contracts and options on futures contracts are traded on a public exchange and valued based on quoted market prices. We recognized gains of $12 million and $43 million on our fuel hedge contracts in aircraft fuel and related taxes on our Condensed Consolidated Statements of Operations and Comprehensive Income/(Loss) ("income statement") for the three and six months ended June 30, 2023, respectively, compared to losses of $239 million and $478 million for the three and six months ended June 30, 2022, respectively. The gains recognized during the first six months of 2023 were composed of $39 million of mark-to-market gains and $4 million of settlement gains on contracts. Gains and losses on settled contracts are reflected within Monroe's operating results. See Note 9, "Segments," for further information on our Monroe refinery segment.

Delta Air Lines, Inc. | June 2023 Form 10-Q 10

Notes to the Consolidated Financial Statements

NOTE 4. INVESTMENTS

We have developed strategic relationships with a number of airlines and airline services companies through joint ventures and other forms of cooperation and support, including equity investments. Our equity investments reinforce our commitment to these relationships and generally enhance our ability to offer input to the investee on strategic issues and direction, in some cases through representation on the board of directors.

Fair Value Investments. Changes in the valuation of investments accounted for at fair value are recorded in gain/(loss) on investments, net in our income statement within non-operating expense and are driven by changes in stock prices, foreign currency fluctuations and other valuation techniques for investments in companies without publicly-traded shares.

Equity Method Investments. We record our share of our equity method investees' financial results in our income statement as described in the table below.


Equity investments ownership interest and carrying value
			Accounting Treatment						Ownership Interest									Carrying Value
(in millions)									June 30, 2023			December 31, 2022						June 30, 2023			December 31, 2022
Air France-KLM			Fair Value						3		%	3		%				$	138		$	97
China Eastern			Fair Value						2		%	2		%				158			189
CLEAR			Fair Value						5		%	5		%				192			227
Grupo Aeroméxico			Equity Method(1)						20		%	20		%				417			412
Hanjin KAL			Fair Value(2)						15		%	15		%				354			296
LATAM			Fair Value						10		%	10		%				574			403
Unifi Aviation			Equity Method(3)						49		%	49		%				168			165
Wheels Up			Fair Value(4)						21		%	21		%				6			54
Other investments			Various															382			285
Equity investments																		$	2,389		$	2,128

(1)Results are included in miscellaneous, net in our income statement under non-operating expense.

(2)At June 30, 2023, we held 14.8% of the outstanding shares (including common and preferred), and 14.9% of the common shares, of Hanjin KAL.

(3)Results are included in contracted services in our income statement as this entity is integral to the operations of our business by providing services at many of our airport locations.

(4)We elected to account for our investment under the fair value option.

Delta Air Lines, Inc. | June 2023 Form 10-Q 11

Notes to the Consolidated Financial Statements

NOTE 5. DEBT


Summary of outstanding debt by category
			Maturity									Interest Rate(s) Per Annum at									June 30,			December 31,
(in millions)			Dates									June 30, 2023									2023			2022
Unsecured Payroll Support Program Loans			2030			to			2031			1.00%									$	3,496		$	3,496
Unsecured notes			2024			to			2029			2.90%			to			7.38%			2,590			2,997
Financing arrangements secured by SkyMiles assets:
SkyMiles Notes(1)			2023			to			2028			4.50%			and			4.75%			4,792			5,144
SkyMiles Term Loan(1)(2)			2023			to			2027			8.80%									2,092			2,820
NYTDC Special Facilities Revenue Bonds(1)			2024			to			2045			4.00%			to			5.00%			2,778			2,838
Financing arrangements secured by aircraft:
Certificates(1)			2023			to			2028			2.00%			to			8.00%			1,699			1,802
Notes(1)(2)			2023			to			2033			6.61%			to			7.62%			181			813
Financing arrangements secured by slots, gates and/or routes:
2020 Senior Secured Notes			2025									7.00%									1,040			1,542
2018 Revolving Credit Facility(2)			2024			to			2025			Undrawn									—			—
Other financings(1)(2)			2023			to			2030			2.51%			to			5.00%			67			67
Other revolving credit facilities(2)			2023			to			2024			Undrawn									—			—
Total secured and unsecured debt																					$	18,735		$	21,519
Unamortized (discount)/premium and debt issue cost, net and other																					(99)			(138)
Total debt																					$	18,636		$	21,381
Less: current maturities																					(1,766)			(2,055)
Total long-term debt																					$	16,870		$	19,326

(1)Due in installments during the years shown above.

(2)Certain financings are comprised of variable rate debt. All variable rates are equal to Secured Overnight Financing Rate ("SOFR") (generally subject to a floor) or another index rate, plus a specified margin.

Availability Under Revolving Credit Facilities

As of June 30, 2023, we had approximately $2.8 billion undrawn and available under our revolving credit facilities. In addition, we had approximately $400 million outstanding letters of credit as of June 30, 2023 that did not affect the availability of our revolving credit facilities.

Early Settlement of Outstanding Notes

During the six months ended June 30, 2023, we repurchased a principal amount of $1.1 billion of various secured and unsecured notes and a portion of the SkyMiles Term Loan on the open market and made early principal repayments of $585 million on various notes secured by aircraft. These payments resulted in a $50 million loss on extinguishment of debt recorded in non-operating expense in our income statement.

Delta Air Lines, Inc. | June 2023 Form 10-Q 12

Notes to the Consolidated Financial Statements

Fair Value of Debt

Market risk associated with our fixed- and variable-rate debt relates to the potential reduction in fair value and negative impact to future earnings, respectively, from an increase in interest rates. The fair value of debt shown below is principally based on reported market values, recently completed market transactions and estimates based on interest rates, maturities, credit risk and underlying collateral. Debt is primarily classified as Level 2 within the fair value hierarchy.


Fair value of outstanding debt
(in millions)			June 30, 2023			December 31, 2022
Net carrying amount			$	18,636		$	21,381
Fair value			$	18,300		$	20,700

Covenants

Our debt agreements contain various affirmative, negative and financial covenants. We were in compliance with the covenants in our debt agreements at June 30, 2023.

NOTE 6. EMPLOYEE BENEFIT PLANS


Employee benefit plans net periodic cost (benefit)
			Pension Benefits									Other Postretirement and Postemployment Benefits
(in millions)			2023			2022						2023			2022
Three Months Ended June 30,
Service cost			$	—		$	—					$	18		$	18
Interest cost			213			153						50			32
Expected return on plan assets			(264)			(330)						—			(4)
Amortization of prior service credit			—			—						(1)			(1)
Recognized net actuarial loss			60			64						3			13

Net periodic cost (benefit)			$	9		$	(113)					$	70		$	58

Six Months Ended June 30,
Service cost			$	—		$	—					$	36		$	35
Interest cost			426			306						100			64
Expected return on plan assets			(528)			(660)						—			(8)
Amortization of prior service credit			—			—						(3)			(3)
Recognized net actuarial loss			119			127						6			28

Net periodic cost (benefit)			$	17		$	(227)					$	139		$	116

Service cost is recorded in salaries and related costs in our income statement, while all other components are recorded within pension and related (expense)/benefit under non-operating expense.

Delta Air Lines, Inc. | June 2023 Form 10-Q 13

Notes to the Consolidated Financial Statements

NOTE 7. COMMITMENTS AND CONTINGENCIES

Aircraft Purchase Commitments

Our future aircraft purchase commitments totaled approximately $18.5 billion at June 30, 2023.


Aircraft purchase commitments(1)
(in millions)			Total
Six months ending December 31, 2023			$	1,560
2024			3,590
2025			5,340
2026			3,840
2027			2,720
Thereafter			1,420
Total			$	18,470

(1)The timing of these commitments is based on our contractual agreements with the aircraft manufacturers and may be subject to change based on modifications to those agreements or changes in delivery schedules.

Our future aircraft purchase commitments included the following aircraft at June 30, 2023:


Aircraft purchase commitments by fleet type
Aircraft Type			Purchase Commitments
A220-300			70
A321-200neo			120
A330-900neo			17
A350-900			16
B-737-10			100
Total			323

Aircraft Orders

During the June 2023 quarter, we agreed to acquire one A330-900 with delivery expected to occur in 2025. We also exercised purchase rights for 12 A220-300 with delivery expected to start in 2027.

Legal Contingencies

We are involved in various legal proceedings related to employment practices, environmental issues, commercial disputes, antitrust and other regulatory matters concerning our business. We record liabilities for losses from legal proceedings when we determine that it is probable that the outcome in a legal proceeding will be unfavorable and the amount of loss can be reasonably estimated. Although the outcome of the legal proceedings in which we are involved cannot be predicted with certainty, we believe that the resolution of current matters will not have a material adverse effect on our Condensed Consolidated Financial Statements.

Employees Under Collective Bargaining Agreements

In the March 2023 quarter, Delta pilots ratified a new four-year Pilot Working Agreement effective January 1, 2023. The agreement includes numerous work rule changes and pay rate increases during the four-year term, including an initial pay rate increase of 18%. The agreement also includes a provision for a one-time payment made upon ratification in the March 2023 quarter of $735 million. Additionally, we recorded adjustments to other benefit-related items of approximately $130 million. These items are recorded within pilot agreement and related expenses in our income statement.

Delta Air Lines, Inc. | June 2023 Form 10-Q 14

Notes to the Consolidated Financial Statements

NOTE 8. ACCUMULATED OTHER COMPREHENSIVE LOSS


Components of accumulated other comprehensive loss
(in millions)			Pension and Other Benefit Liabilities			Other			Tax Effect			Total
Balance at January 1, 2023			$	(6,624)		$	41		$	782		$	(5,801)
Changes in value			—			(3)			1			(2)
Reclassifications into earnings(1)			122			—			(28)			94
Balance at June 30, 2023			$	(6,502)		$	38		$	755		$	(5,709)


Balance at January 1, 2022			$	(8,355)		$	41		$	1,184		$	(7,130)

Reclassifications into earnings(1)			159			—			(37)			122
Balance at June 30, 2022			$	(8,196)		$	41		$	1,147		$	(7,008)

(1)Amounts reclassified from accumulated other comprehensive loss for pension and other benefit liabilities are recorded in pension and related (expense)/benefit in non-operating expense in our income statement.

Delta Air Lines, Inc. | June 2023 Form 10-Q 15

Notes to the Consolidated Financial Statements

NOTE 9. SEGMENTS

Refinery Operations

Our refinery segment operates for the benefit of the airline segment by providing jet fuel to the airline segment from its own production and from jet fuel obtained through agreements with third parties. The refinery's production consists of jet fuel, as well as non-jet fuel products. We use several counterparties to exchange the non-jet fuel products produced by the refinery for jet fuel consumed in our airline operations. The gross fair value of the products exchanged under these agreements during the three and six months ended June 30, 2023 was $618 million and $1.3 billion, respectively, compared to $1.0 billion and $1.8 billion for the three and six months ended June 30, 2022, respectively.

Segment Reporting

Segment results are prepared based on our internal accounting methods described below, with reconciliations to consolidated amounts in accordance with GAAP. Our segments are not designed to measure operating income or loss directly related to the products and services included in each segment on a stand-alone basis.


Financial information by segment
(in millions)			Airline			Refinery						Intersegment Sales/Other						Consolidated
Three Months Ended June 30, 2023
Operating revenue:			$	14,613		$	2,037											$	15,578
Sales to airline segment												$	(365)		(1)
Exchanged products												(618)			(2)
Sales of refined products												(89)
Depreciation and amortization			573			23						(23)			(3)			573
Operating income			2,447			44			(3)			—						2,491
Interest expense, net			203			3						(3)						203

Total assets, end of period			70,265			3,309						(77)						73,497

Capital expenditures			1,422			30						—						1,452

Three Months Ended June 30, 2022
Operating revenue:			$	12,310		$	3,353											$	13,824
Sales to airline segment												$	(761)		(1)
Exchanged products												(982)			(2)
Sales of refined products												(96)
Depreciation and amortization			510			23						(23)			(3)			510
Operating income			1,250			269			(3)			—						1,519
Interest expense, net			269			2						(2)						269

Total assets, end of period			71,766			3,065						(26)						74,805
Net fair value obligations, end of period			—			(556)						—						(556)
Capital expenditures			928			30						—						958

(1)Represents transfers, valued on a market price basis, from the refinery to the airline segment for use in airline operations. We determine market price for jet fuel from the refinery by reference to the market index for the primary delivery location, which is New York Harbor.

(2)Represents value of products delivered under our exchange agreements, as discussed above, determined on a market price basis.

(3)Refinery segment operating results, including depreciation and amortization, are included within aircraft fuel and related taxes in our income statement.

Delta Air Lines, Inc. | June 2023 Form 10-Q 16

Notes to the Consolidated Financial Statements


Financial information by segment
(in millions)			Airline			Refinery						Intersegment Sales/Other						Consolidated
Six Months Ended June 30, 2023
Operating revenue:			$	26,455		$	4,388											$	28,337
Sales to airline segment												$	(961)		(1)
Exchanged products												(1,330)			(2)
Sales of refined products												(215)
Depreciation and amortization			1,137			46						(46)			(3)			1,137
Operating income			1,949			266			(3)			—						2,215
Interest expense, net			430			8						(8)						430
Capital expenditures			2,393			59						—						2,452

Six Months Ended June 30, 2022
Operating revenue:			$	20,473		$	5,666											$	23,173
Sales to airline segment												$	(1,053)		(1)
Exchanged products												(1,791)			(2)
Sales of refined products												(122)
Depreciation and amortization			1,016			47						(47)			(3)			1,016
Operating income			412			323			(3)			—						735
Interest expense, net			543			4						(4)						543
Capital expenditures			2,676			48						—						2,724

(1)Represents transfers, valued on a market price basis, from the refinery to the airline segment for use in airline operations. We determine market price for jet fuel from the refinery by reference to the market index for the primary delivery location, which is New York Harbor.

(2)Represents value of products delivered under our exchange agreements, as discussed above, determined on a market price basis.

(3)Refinery segment operating results, including depreciation and amortization, are included within aircraft fuel and related taxes in our income statement.

Fair Value Obligations

The net fair value obligations presented in the table above are related to renewable fuel compliance costs and presented net of any related assets or fixed price purchase agreements. Their value is based on quoted market prices and other observable information and are therefore classified as Level 2 in the fair value hierarchy. As of June 30, 2023 we had no net fair value obligation outstanding. Our obligation is calculated using the U.S. Environmental Protection Agency's ("EPA") Renewable Fuel Standard ("RFS") volume requirements, which were finalized in 2022 for the 2021 and 2022 obligations, and proposed in 2022 for 2023 obligations. In the March 2023 quarter, we settled a portion of our 2021 Renewable Identification Numbers ("RINs") obligation with the EPA. We expect to settle the remaining 2021 and our entire 2022 RINs obligation by the 2022 compliance deadline in the December 2023 quarter.

Delta Air Lines, Inc. | June 2023 Form 10-Q 17

Notes to the Consolidated Financial Statements

NOTE 10. EARNINGS/(LOSS) PER SHARE

We calculate basic earnings/(loss) per share and diluted loss per share by dividing net income/(loss) by the weighted average number of common shares outstanding, excluding restricted shares. We calculate diluted earnings per share by dividing net income by the weighted average number of common shares outstanding plus the dilutive effect of outstanding share-based instruments, including stock options, restricted stock awards and warrants. Antidilutive common stock equivalents excluded from the diluted earnings per share calculation are not material. The following table shows the computation of basic and diluted earnings/(loss) per share:


Basic and diluted earnings/(loss) per share
			Three Months Ended June 30,									Six Months Ended June 30,
(in millions, except per share data)			2023			2022						2023			2022
Net income/(loss)			$	1,827		$	735					$	1,464		$	(205)

Basic weighted average shares outstanding			639			638						639			638
Dilutive effect of share-based instruments			3			3						3			—
Diluted weighted average shares outstanding			642			641						642			638

Basic earnings/(loss) per share			$	2.86		$	1.15					$	2.29		$	(0.32)
Diluted earnings/(loss) per share			$	2.84		$	1.15					$	2.28		$	(0.32)

Delta Air Lines, Inc. | June 2023 Form 10-Q 18

Item 2. MD&A

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our Condensed Consolidated Financial Statements and the related notes and other financial information included elsewhere in this Quarterly Report on Form 10-Q and our audited Consolidated Financial Statements and related notes included in our 2022 Form 10-K.

June 2023 Quarter Financial Highlights

Our operating income for the June 2023 quarter improved $972 million compared to the June 2022 quarter to $2.5 billion for the reasons discussed below.

Revenue. Compared to the June 2022 quarter, our total revenue increased $1.8 billion, or 13%, due primarily to strength in the demand for travel and a 17% increase in capacity. Total revenue, adjusted (a non-GAAP financial measure) to exclude refinery sales to third parties, increased in the June 2023 quarter by $2.3 billion, or 19%, compared to the June 2022 quarter.

Operating Expense. Total operating expense in the June 2023 quarter increased $782 million, or 6%, compared to the June 2022 quarter, primarily due to the impact of higher capacity as well as higher employee costs from increased wages and profit sharing, partially offset by lower fuel expense. Total operating expense, adjusted (a non-GAAP financial measure) in the June 2023 quarter increased $1.3 billion, or 12%, compared to the June 2022 quarter. Adjustments were primarily to exclude expenses related to refinery sales to third parties.

Our total operating cost per available seat mile ("CASM") decreased 9% compared to the June 2022 quarter, primarily due to decreased fuel expense and expenses related to refinery sales to third parties on a 17% increase in capacity. Non-fuel unit costs ("CASM-Ex", a non-GAAP financial measure) increased 2.4%.

Cash Flow. Our cash, cash equivalents, short-term investments and aggregate undrawn principal amount available under our revolving credit facilities ("liquidity") as of June 30, 2023 was $8.8 billion. During the June 2023 quarter, operating activities generated $2.6 billion. Also, during the quarter, cash flows used in investing activities were a net of $1.4 billion, primarily for capital expenditures. These operating and investing activities generated $1.1 billion of free cash flow (a non-GAAP financial measure) in the June 2023 quarter. Additionally, we had cash outflows of approximately $1.8 billion related to repayments of our debt and finance leases.

Total cash sales to American Express were $1.7 billion in the June 2023 quarter, an increase of approximately 22% compared to the June 2022 quarter.

The non-GAAP financial measure referenced above for total revenue, adjusted, operating expense, adjusted, CASM-Ex and free cash flow are defined and reconciled in "Supplemental Information" below.

Delta Air Lines, Inc. | June 2023 Form 10-Q 19

Item 2. MD&A - Results of Operations

Results of Operations - Three Months Ended June 30, 2023 and 2022

Total Operating Revenue


			Three Months Ended June 30,						Increase (Decrease)			% Increase (Decrease)
(in millions)(1)			2023			2022
Ticket - Main cabin			$	6,694		$	5,664					$	1,030		18		%
Ticket - Premium products			5,135			4,109						1,026			25		%
Loyalty travel awards			902			744						158			21		%
Travel-related services			474			441						33			7		%
Passenger revenue			$	13,205		$	10,958					$	2,247		21		%
Cargo			172			272						(100)			(37)		%
Other			2,201			2,594						(393)			(15)		%
Total operating revenue			$	15,578		$	13,824					$	1,754		13		%

TRASM (cents)			22.58		¢	23.47		¢				(0.89)		¢	(4)		%
Third-party refinery sales			(1.40)			(2.57)						1.17			(46)		%

TRASM, adjusted(2)			21.18		¢	20.90		¢				0.28		¢	1		%

(1)Total amounts in the table above may not calculate exactly due to rounding.

(2)TRASM, adjusted is a non-GAAP financial measure. For additional information on adjustments to TRASM, see "Supplemental Information" below.

Compared to the June 2022 quarter, our total revenue increased $1.8 billion, or 13%, due primarily to strength in travel demand on a 17% increase in capacity, with growth in revenue from premium products outpacing main cabin. This increase was partially offset by a decline in third-party refinery sales recorded in other revenue. See "Refinery Segment" below for additional details on the refinery's operations, including third party refinery sales. The increase in total revenue, in conjunction with a larger increase in capacity, resulted in a 4% decrease in total revenue per available seat mile ("TRASM").

Passenger Revenue by Geographic Region


						Increase (Decrease) vs. Three Months Ended June 30, 2022
(in millions)			Three Months Ended June 30, 2023			Passenger Revenue			RPMs (Traffic)			ASMs (Capacity)			Passenger Mile Yield			PRASM			Load Factor
Domestic			$	8,944		8		%	7		%	9		%	—		%	(1)		%	(1)			pt
Atlantic			2,803			65		%	41		%	35		%	17		%	22		%	4			pts
Latin America			926			24		%	12		%	7		%	11		%	16		%	4			pts
Pacific			532			175		%	175		%	113		%	—		%	29		%	19			pts
Total			$	13,205		21		%	18		%	17		%	2		%	3		%	1			pt

Domestic

Domestic passenger revenue increased 8% in the June 2023 quarter compared to the June 2022 quarter on a 9% increase in capacity and a slight decrease in load factor, with domestic business travel revenue improving compared to the June 2022 quarter.

International

International passenger revenue for the June 2023 quarter increased compared to the June 2022 quarter in each geographic region. In June 2022, the United States lifted its COVID-19 testing requirement for international travel, which has had a positive impact on international demand. In addition, other countries in our network have removed travel restrictions since that time, resulting in revenue improvement across all international regions.

U.S. consumers continue to show a strong desire for trans-Atlantic travel, driving up revenue during the June 2023 quarter on 35% capacity growth. This demand for travel has been led by leisure destinations in southern Europe and premium product load factor.

Delta Air Lines, Inc. | June 2023 Form 10-Q 20

Item 2. MD&A - Results of Operations

Latin America region revenue increased during the June 2023 quarter, due to strong demand for leisure destinations in South America and the Caribbean, in addition to continuing the implementation of our joint venture with LATAM.

Pacific region revenue benefited from improved demand for travel to the region, particularly to Japan, on increased capacity following the easing of travel restrictions and the performance of our joint venture with Korean Air.

Other Revenue


			Three Months Ended June 30,						Increase (Decrease)			% Increase (Decrease)
(in millions)			2023			2022
Refinery			$	965		$	1,514					$	(549)		(36)		%
Loyalty program			774			650						124			19		%
Ancillary businesses			214			206						8			4		%
Miscellaneous			248			224						24			11		%
Other revenue			$	2,201		$	2,594					$	(393)		(15)		%

Refinery. Refinery sales to third parties decreased $549 million compared to the June 2022 quarter due to lower pricing. See "Refinery Segment" below for additional details on the refinery's operations, including third party refinery sales.

Loyalty Program. Loyalty program revenue relates to brand usage by third parties and other performance obligations embedded in miles sold, including redemption of miles for non-air travel and other awards. These revenues are mainly driven by customer spend on American Express cards and new cardholder acquisitions. Revenues from our relationship with American Express increased compared to the June 2022 quarter, due to continued strength in co-brand card spend and card acquisitions.

Miscellaneous. Miscellaneous is primarily composed of revenues related to Delta Sky Club lounge access, including access provided to certain American Express cardholders, and codeshare agreements. The volume of these transactions has increased compared to the June 2022 quarter in line with the increased capacity.

Delta Air Lines, Inc. | June 2023 Form 10-Q 21

Item 2. MD&A - Results of Operations

Operating Expense


			Three Months Ended June 30,						Increase (Decrease)			% Increase (Decrease)(1)
(in millions)			2023			2022
Salaries and related costs			$	3,692		$	2,955					$	737		25		%
Aircraft fuel and related taxes			2,516			3,223						(707)			(22)		%
Ancillary businesses and refinery			1,173			1,718						(545)			(32)		%
Contracted services			994			791						203			26		%

Landing fees and other rents			617			546						71			13		%
Aircraft maintenance materials and outside repairs			614			522						92			18		%
Passenger commissions and other selling expenses			651			526						125			24		%
Depreciation and amortization			573			510						63			12		%
Regional carrier expense			559			528						31			6		%
Passenger service			442			369						73			20		%
Profit sharing			595			54						541			NM
Aircraft rent			132			127						5			4		%



Other			529			436						93			21		%
Total operating expense			$	13,087		$	12,305					$	782		6		%

(1)Certain variances are labeled as not meaningful ("NM") throughout management's discussion and analysis.

Salaries and Related Costs. In the March 2023 quarter, Delta pilots ratified a new four-year Pilot Working Agreement effective January 1, 2023. The agreement includes numerous work rule changes and pay rate increases during the four-year term, including an initial pay rate increase of 18%.

Over the past year, we implemented base pay increases for eligible employees of 5% effective April 1, 2023 and 4% effective May 1, 2022. Additionally, we have approximately 9,000 more employees as of June 30, 2023 than at June 30, 2022, principally in in-flight service, flight operations and aircraft maintenance, in order to support the growth in our operations. Each of these items contributed to the increase in salaries and related costs during the June 2023 quarter compared to the June 2022 quarter.

Aircraft Fuel and Related Taxes. Fuel expense decreased $707 million compared to the June 2022 quarter primarily due to a 38% decrease in the market price of jet fuel partially offset by a 16% increase in consumption on a 17% increase in capacity. We expect jet fuel prices to remain volatile throughout 2023.

See "Refinery Segment" below for additional details on the refinery's operations.


Fuel expense and average price per gallon
															Average Price Per Gallon
			Three Months Ended June 30,						Increase (Decrease)			Three Months Ended June 30,						Increase (Decrease)
(in millions, except per gallon data)			2023			2022									2023						2022
Fuel purchase cost(1)			$	2,557		$	3,565					$	(1,008)		$	2.56		$	4.13					$	(1.57)

Fuel hedge impact			3			(73)						76			—			(0.08)						0.08
Refinery segment impact			(44)			(269)						225			(0.04)			(0.31)						0.27
Total fuel expense			$	2,516		$	3,223					$	(707)		$	2.52		$	3.74					$	(1.22)

(1)Market price for jet fuel at airport locations, including related taxes and transportation costs.

Ancillary Businesses and Refinery. Ancillary businesses and refinery includes expenses associated with refinery sales to third parties, aircraft maintenance services we provide to third parties and our vacation wholesale operations. Refinery sales to third parties decreased $549 million compared to the June 2022 quarter due to lower pricing.

Contracted Services. During the June 2023 quarter, demand and capacity increased compared to the June 2022 quarter due to the ongoing recovery of our operations. The continued restoration of our operations and associated higher volume-related expenses and inflationary pressures were the primary drivers for the increase in contracted services.

Delta Air Lines, Inc. | June 2023 Form 10-Q 22

Item 2. MD&A - Results of Operations

Aircraft Maintenance Materials and Outside Repairs. Maintenance expense increased compared to the June 2022 quarter as we continued to restore our operations and to support our operational reliability.

Passenger Commissions and Other Selling Expenses. Compared to the June 2022 quarter, passenger revenue increased in the June 2023 quarter which was the primary reason for the increase in passenger commissions and other selling expenses.

Passenger Service. Passenger service expenses increased compared to the June 2022 quarter due to higher volume-related expenses associated with increased demand and inflationary pressures.

Profit Sharing. Profit sharing increased by $541 million compared to the June 2022 quarter due to higher projected profitability in 2023. Our profit sharing program pays 10% to all eligible employees for the first $2.5 billion of annual pre-tax profit and 20% of annual pre-tax profit above $2.5 billion, as defined by the terms of the program. In determining the amount of profit sharing, the program defines profit as pre-tax profit adjusted for profit sharing and certain other items.

Other. The increase in other is primarily due to higher volume-related expenses, such as flight crew and other employee travel and incidental costs, associated with increased capacity and inflationary pressures.

Delta Air Lines, Inc. | June 2023 Form 10-Q 23

Item 2. MD&A - Results of Operations

Results of Operations - Six Months Ended June 30, 2023 and 2022

Total Operating Revenue


			Six Months Ended June 30,						Increase (Decrease)			% Increase (Decrease)
(in millions)(1)			2023			2022
Ticket - Main cabin			$	11,917		$	9,111					$	2,806		31		%
Ticket - Premium products			9,151			6,648						2,503			38		%
Loyalty travel awards			1,645			1,287						358			28		%
Travel-related services			903			819						84			10		%
Passenger revenue			$	23,616		$	17,865					$	5,751		32		%
Cargo			381			561						(180)			(32)		%
Other			4,340			4,747						(407)			(9)		%
Total operating revenue			$	28,337		$	23,173					$	5,164		22		%

TRASM (cents)			21.74		¢	20.93		¢				0.81		¢	4		%
Third-party refinery sales(2)			(1.44)			(2.44)						1.00			(41)		%

TRASM, adjusted			20.30		¢	18.49		¢				1.81		¢	10		%

(1)Total amounts in the table above may not calculate exactly due to rounding.

(2)TRASM, adjusted is a non-GAAP financial measure. For additional information on adjustments to TRASM, see "Supplemental Information" below.

Unless otherwise discussed below, the changes in total revenue line items, as well as the underlying reasons for these changes, compared to the six months ended June 30, 2022 are consistent with the discussion above under Results of Operations - Three Months Ended June 30, 2023 and 2022.

Compared to the six months ended June 30, 2022, our total revenue increased $5.2 billion, or 22%, due primarily to strength in travel demand on higher capacity and higher yield. The increase in total revenue, on an 18% increase in capacity, resulted in a 4% increase in TRASM and a 10% increase in TRASM, adjusted compared to the six months ended June 30, 2022.

Passenger Revenue by Geographic Region


						Increase (Decrease) vs. Six Months Ended June 30, 2022
(in millions)			Six Months Ended June 30, 2023			Passenger Revenue			RPMs (Traffic)			ASMs (Capacity)			Passenger Mile Yield			PRASM			Load Factor
Domestic			$	16,538		19		%	10		%	8		%	8		%	10		%	2			pts
Atlantic			4,047			81		%	56		%	46		%	16		%	24		%	5			pts
Latin America			2,058			44		%	19		%	9		%	21		%	32		%	7			pts
Pacific			973			205		%	233		%	105		%	(8)		%	49		%	31			pts
Total			$	23,616		32		%	22		%	18		%	8		%	12		%	4			pts

Domestic passenger unit revenue for the six months ended June 30, 2023 increased compared to the six months ended June 30, 2022 as a result of the higher levels of capacity and yield during the six months ended June 30, 2023 due to strong demand in the period. International passenger revenue for the six months ended June 30, 2023 increased 78% on 40% higher capacity compared to the six months ended June 30, 2022 due to U.S. consumer demand for international travel.

Other Revenue


			Six Months Ended June 30,						Increase (Decrease)			% Increase (Decrease)
(in millions)			2023			2022
Refinery			$	1,882		$	2,700					$	(818)		(30)		%
Loyalty program			1,500			1,221						279			23		%
Ancillary businesses			445			416						29			7		%
Miscellaneous			513			410						103			25		%
Other revenue			$	4,340		$	4,747					$	(407)		(9)		%

Delta Air Lines, Inc. | June 2023 Form 10-Q 24

Item 2. MD&A - Results of Operations

Operating Expense


			Six Months Ended June 30,						Increase (Decrease)			% Increase (Decrease)
(in millions)			2023			2022
Salaries and related costs			$	7,078		$	5,782					$	1,296		22		%
Aircraft fuel and related taxes			5,192			5,315						(123)			(2)		%
Ancillary businesses and refinery			2,298			3,100						(802)			(26)		%
Contracted services			2,004			1,544						460			30		%
Landing fees and other rents			1,201			1,050						151			14		%
Aircraft maintenance materials and outside repairs			1,199			988						211			21		%
Passenger commissions and other selling expenses			1,152			838						314			37		%
Depreciation and amortization			1,137			1,016						121			12		%
Regional carrier expense			1,117			1,018						99			10		%
Pilot agreement and related expenses			864			—						864			NM
Passenger service			859			644						215			33		%
Profit sharing			667			54						613			NM
Aircraft rent			264			249						15			6		%


Other			1,090			840						250			30		%
Total operating expense			$	26,122		$	22,438					$	3,684		16		%

Unless otherwise discussed below, the changes in operating expense line items, as well as the underlying reasons for these changes, compared to the six months ended June 30, 2022 are consistent with the discussion above under Results of Operations - Three Months Ended June 30, 2023 and 2022.

Aircraft Fuel and Related Taxes. Fuel expense decreased $123 million compared to the six months ended June 30, 2022 due to an 18% decrease in the market price per gallon of jet fuel partially offset by a 17% increase in consumption on an 18% increase in capacity.

See "Refinery Segment" below for additional details on the refinery's operations.


Fuel expense and average price per gallon
															Average Price Per Gallon
			Six Months Ended June 30,						Increase (Decrease)			Six Months Ended June 30,						Increase (Decrease)
(in millions, except per gallon data)			2023			2022									2023						2022
Fuel purchase cost(1)			$	5,497		$	5,715					$	(218)		$	2.91		$	3.54					$	(0.63)

Fuel hedge impact			(39)			(77)						38			(0.02)			(0.05)						0.03
Refinery segment impact			(266)			(323)						57			(0.14)			(0.20)						0.06
Total fuel expense			$	5,192		$	5,315					$	(123)		$	2.75		$	3.29					$	(0.54)

(1)Market price for jet fuel at airport locations, including related taxes and transportation costs.

Pilot agreement and related expenses. In addition to the items in salaries and related costs above, the recently ratified pilot agreement also includes a provision for a one-time payment made upon ratification in the March 2023 quarter of $735 million. Additionally, we recorded adjustments to other benefit-related items of approximately $130 million.

Delta Air Lines, Inc. | June 2023 Form 10-Q 25

Item 2. MD&A - Non-Operating Results

Non-Operating Results


			Three Months Ended June 30,									Favorable (Unfavorable)						Six Months Ended June 30,						Favorable (Unfavorable)
(in millions)			2023			2022												2023			2022
Interest expense, net			$	(203)		$	(269)					$	66					$	(430)		$	(543)		$	113

Gain/(loss) on investments, net			128			(221)						349						251			(368)			619
Loss on extinguishment of debt			(29)			(41)						12						(50)			(66)			16
Pension and related (expense)/benefit			(61)			73						(134)						(122)			145			(267)
Miscellaneous, net			(9)			(28)						19						(52)			(70)			18
Total non-operating expense, net			$	(174)		$	(486)					$	312					$	(403)		$	(902)		$	499

Interest expense, net. Interest expense, net includes interest expense and interest income. This decreased compared to the prior year period as a result of increased interest income and our debt reduction initiatives. During 2022, we made payments of approximately $4.5 billion related to our debt and finance lease obligations, which included approximately $2.3 billion of early repayment activity. We have continued to pay down our debt during the six months ended June 30, 2023 with $3.0 billion of payments on debt and finance lease obligations, including $1.1 billion of principal amounts for the early repurchase of various secured and unsecured notes and a portion of the SkyMiles Term Loan on the open market and early principal repayments of $585 million on various notes secured by aircraft. Approximately $1.4 billion of the early repurchases and repayments were scheduled to mature after 2023. We continue to seek opportunities to pre-pay our debt, in addition to periodic amortization and scheduled maturities.

Gain/(loss) on investments, net. Changes in the valuation of investments accounted for at fair value are recorded in gain/(loss) on investments, net and are driven by changes in stock prices, foreign currency fluctuations and other valuation techniques for investments in companies without publicly-traded shares. See Note 4 of the Notes to the Condensed Consolidated Financial Statements for additional information on our equity investments measured at fair value on a recurring basis.

Loss on extinguishment of debt. Loss on extinguishment of debt reflects the losses incurred in the early repayment of the notes mentioned above.

Pension and related (expense)/benefit. Pension and related (expense)/benefit reflects the net periodic (cost)/benefit of our pension and other postretirement and postemployment benefit plans. The unfavorable year-over-year change in pension and related (expense)/benefit results from lower expected return on plan assets during 2023. This is due to lower plan asset balances as of December 31, 2022, compared to December 31, 2021, primarily resulting from investment value declines in 2022 consistent with the broader stock market.

Miscellaneous, net. Miscellaneous, net primarily includes foreign exchange gains/(losses), charitable contributions and our share of our equity method investments net results.

Income Taxes

We project our annual effective tax rate for 2023 will be between 22% and 25%. Our effective tax rate in 2023 may be impacted by mark-to-market adjustments on our equity investments. In certain interim periods, we may have adjustments to our net deferred tax assets as a result of changes in prior year estimates, changes in our mark-to-market equity investments and tax laws enacted during the period, which will impact the effective tax rate for that interim period.

Refinery Segment

The refinery operated by Monroe primarily produces gasoline, diesel and jet fuel. Monroe exchanges the non-jet fuel products the refinery produces with third parties for jet fuel consumed in our airline operations. The jet fuel produced and procured through exchanging gasoline and diesel fuel produced by the refinery provided approximately 200,000 barrels per day, or approximately 75% of our consumption, for use in our airline operations.

Delta Air Lines, Inc. | June 2023 Form 10-Q 26

Item 2. MD&A - Refinery Segment


Refinery segment financial information
			Three Months Ended June 30,									Increase (Decrease)			Six Months Ended June 30,						Increase (Decrease)
(in millions, except per gallon data)			2023			2022									2023			2022
Exchange products			$	618		$	982					$	(364)		$	1,330		$	1,791		$	(461)
Sales of refined products			89			96						(7)			215			122			93
Sales to airline segment			365			761						(396)			961			1,053			(92)
Third party refinery sales			965			1,514						(549)			1,882			2,700			(818)
Operating revenue			$	2,037		$	3,353					$	(1,316)		$	4,388		$	5,666		$	(1,278)

Operating income			$	44		$	269					$	(225)		$	266		$	323		$	(57)
Refinery segment impact on airline average price per fuel gallon			$	(0.04)		$	(0.31)					$	0.27		$	(0.14)		$	(0.20)		$	0.06

The refinery generated lower operating income in the three and six months ended June 30, 2023 compared to the three and six months ended June 30, 2022, as a result of lower pricing.

Starting in mid-September 2023, the refinery is scheduled to complete a planned maintenance event ("turnaround") that is performed once every five years in accordance with the long-term maintenance plan of the facility to allow for safe completion of major repairs and upgrades. The turnaround is expected to take approximately two months and during this time there will be no production at the refinery.

A refinery is subject to annual U.S. Environmental Protection Agency ("EPA") requirements to blend renewable fuels into the gasoline and on-road diesel fuel it produces. Alternatively, a refinery may purchase RINs from third parties in the secondary market. The Monroe refinery purchases the majority of its RINs in the secondary market. Observable RINs prices declined slightly since the beginning of 2023 through June 30, 2023 and Monroe incurred $105 million and $207 million in RINs compliance costs during the three and six months ended June 30, 2023, respectively, compared to $223 million and $308 million in the three and six months ended June 30, 2022.

As of June 30, 2023 we had no net fair value obligation outstanding. Our obligation is calculated using the Renewable Fuel Standard ("RFS") volume requirements, which were finalized in 2022 for the 2021 and 2022 obligations, and proposed in 2022 for 2023 obligations. In the March 2023 quarter, we settled a portion of our 2021 RINs obligation with the EPA. We expect to settle the remaining 2021 and our entire 2022 RINs obligation by the 2022 compliance deadline in the December 2023 quarter.

For more information regarding the refinery's results, see Note 9 of the Notes to the Condensed Consolidated Financial Statements.

Delta Air Lines, Inc. | June 2023 Form 10-Q 27

Item 2. MD&A - Operating Statistics

Operating Statistics


			Three Months Ended June 30,						% Increase (Decrease)
Consolidated(1)			2023			2022
Revenue passenger miles (in millions) ("RPM")			60,804			51,519						18			%
Available seat miles (in millions) ("ASM")			68,993			58,903						17			%
Passenger mile yield			21.72		¢	21.27		¢				2			%
Passenger revenue per available seat mile ("PRASM")			19.14		¢	18.60		¢				3			%
Total revenue per available seat mile ("TRASM")			22.58		¢	23.47		¢				(4)			%
TRASM, adjusted(2)			21.18		¢	20.90		¢				1			%
Cost per available seat mile ("CASM")			18.97		¢	20.89		¢				(9)			%
CASM-Ex(2)			13.06		¢	12.76		¢				2			%

Passenger load factor			88		%	87		%				1			pt
Fuel gallons consumed (in millions)			997			863						16			%
Average price per fuel gallon(3)			$	2.52		$	3.74					(33)			%
Average price per fuel gallon, adjusted(2)(3)			$	2.52		$	3.82					(34)			%


												Six Months Ended June 30,						% Increase (Decrease)
Consolidated(1)												2023			2022
Revenue passenger miles (in millions) ("RPM")																								110,491			90,218						22			%
Available seat miles (in millions) ("ASM")																								130,345			110,713						18			%
Passenger mile yield																								21.37		¢	19.80		¢				8			%
Passenger revenue per available seat mile ("PRASM")																								18.12		¢	16.14		¢				12			%
Total revenue per available seat mile ("TRASM")																								21.74		¢	20.93		¢				4			%
TRASM, adjusted(2)																								20.30		¢	18.49		¢				10			%
Cost per available seat mile ("CASM")																								20.04		¢	20.27		¢				(1)			%
CASM-Ex(2)																								13.44		¢	12.98		¢				4			%

Passenger load factor																								85		%	81		%				4			pts
Fuel gallons consumed (in millions)																								1,885			1,613						17			%
Average price per fuel gallon(3)																								$	2.75		$	3.29					(16)			%
Average price per fuel gallon, adjusted(2)(3)																								$	2.77		$	3.34					(17)			%

(1)Includes the operations of our regional carriers under capacity purchase agreements.

(2)Non-GAAP financial measures defined and reconciled to TRASM, CASM and average fuel price per gallon, respectively, in "Supplemental Information" below.

(3)Includes the impact of fuel hedge activity and refinery segment results.

Delta Air Lines, Inc. | June 2023 Form 10-Q 28

Item 2. MD&A - Fleet Information

Fleet Information

Our operating aircraft fleet, purchase commitments and options at June 30, 2023 are summarized in the following table.


Mainline aircraft information by fleet type
			Current Fleet(1)																		Commitments
Fleet Type			Owned			Finance Lease			Operating Lease			Total			Average Age (Years)						Purchase			Options
A220-100			41			4			—			45			3.5
A220-300			16			—			—			16			1.7						70			14
A319-100			57			—			—			57			21.3
A320-200			61			—			—			61			27.8
A321-200			63			22			42			127			4.5
A321-200neo			35			—			—			35			0.5						120			70
A330-200			11			—			—			11			18.2
A330-300			28			—			3			31			14.4
A330-900neo			14			3			5			22			1.9						17
A350-900			17			—			11			28			4.6						16
B-717-200			10			57			2			69			21.8
B-737-800			73			4			—			77			21.8
B-737-900ER			113			1			49			163			7.5
B-737-10			—			—			—			—			—						100			30
B-757-200			100			—			—			100			25.9
B-757-300			16			—			—			16			20.4
B-767-300ER			45			—			—			45			27.3
B-767-400ER			21			—			—			21			22.5
Total			721			91			112			924			14.6						323			114

(1)Includes both active and temporarily parked aircraft. Excludes certain aircraft we own or lease that are operated by regional carriers on our behalf shown in the table below.

The table below summarizes the aircraft operated by regional carriers on our behalf at June 30, 2023. In the June 2023 quarter, we retired all remaining CRJ-200 aircraft from service.


Regional aircraft information by fleet type and carrier
			Fleet Type(1)
Carrier			CRJ-700			CRJ-900			Embraer 170			Embraer 175			Total
Endeavor Air, Inc.(2)			18			123			—			—			141
SkyWest Airlines, Inc.			6			38			—			83			127
Republic Airways, Inc.			—			—			11			46			57
Total			24			161			11			129			325

(1)Includes both active and temporarily parked aircraft. We own 205 and have operating leases for three of these regional aircraft. The remainder are owned or leased by SkyWest Airlines, Inc. or Republic Airways, Inc.

(2)Endeavor Air, Inc. is a wholly owned subsidiary of Delta.

Delta Air Lines, Inc. | June 2023 Form 10-Q 29

Item 2. MD&A - Financial Condition and Liquidity

Financial Condition and Liquidity

As of June 30, 2023, we had $8.8 billion in cash, cash equivalents, short-term investments and aggregate undrawn principal amount available under our revolving credit facilities ("liquidity"). We expect to meet our liquidity needs for the next twelve months with cash and cash equivalents, short-term investments and cash flows from operations. We expect to meet our long-term liquidity needs with cash flows from operations and financing arrangements.

Undrawn Lines of Credit. As of June 30, 2023, we had approximately $2.8 billion undrawn and available under our revolving credit facilities. In addition, we had approximately $400 million outstanding letters of credit as of June 30, 2023 that did not affect the availability of our revolving credit facilities.

Sources and Uses of Liquidity

Operating Activities

We generated cash flows from operations of $4.8 billion and $4.3 billion in the six months ended June 30, 2023 and 2022, respectively. We expect to continue generating positive cash flows from operations during the remainder of 2023.

Our operating cash flow is impacted by the following factors:

Seasonality of Advance Ticket Sales. We sell tickets for air travel in advance of the customer's travel date. When we receive a cash payment at the time of sale, we record the cash received on advance sales as deferred revenue in air traffic liability. The air traffic liability typically increases during the winter and spring months as advance ticket sales grow prior to the summer peak travel season and decreases during the summer and fall months. We continue to see a shift in customers purchasing flights further in advance compared to historical patterns, enhancing the positive cash flow from advance ticket sales.

Fuel. Fuel expense represented approximately 20% and 24% of our total operating expense for the six months ended June 30, 2023 and 2022, respectively. The market price for jet fuel is volatile, which can impact the comparability of our periodic cash flows from operations. Although the average fuel price per gallon decreased during the six months ended June 30, 2023, fuel costs remain high compared to historical levels. We expect jet fuel prices to remain volatile throughout 2023. Fuel consumption was also higher during the six months ended June 30, 2023 compared to the prior year period due to the increase in capacity. We expect that fuel consumption will continue to increase throughout 2023 compared to 2022, as we plan for our full year system capacity to continue to increase in comparison to 2022, partially offset by increases in the fuel efficiency of our fleet.

Profit Sharing. Our broad-based employee profit sharing program provides that for each year in which we have an annual pre-tax profit, as defined by the terms of the program, we will pay a specified portion of that profit to employees. In determining the amount of profit sharing, the program defines profit as pre-tax profit adjusted for profit sharing and certain other items. During the six months ended June 30, 2023, we accrued $667 million in profit sharing expense based on the year-to-date performance and current expectations for 2023 profit.

We paid $563 million in profit sharing in February 2023 related to our 2022 pre-tax profit in recognition of our employees' contributions toward achieving the year's financial results.

Pilot Agreement Payment. In the March 2023 quarter, Delta pilots ratified a new four-year Pilot Working Agreement effective January 1, 2023. The agreement includes numerous work rule changes and pay rate increases during the four-year term, including an initial pay rate increase of 18%. The agreement also includes a provision for a one-time payment made upon ratification in the March 2023 quarter of $735 million.

Sale of Miles to Participating Companies. Customers earn miles based on their spending with participating companies such as credit card companies, hotels, car rental agencies and ridesharing companies with which we have marketing agreements to sell miles. Payments are typically due to us monthly based on the volume of miles sold during the period. Our most significant contract to sell miles relates to our co-brand credit card relationship with American Express. Total cash sales to American Express were $3.4 billion in the six months ended June 30, 2023, an increase of approximately 30% compared to the prior year period.

Delta Air Lines, Inc. | June 2023 Form 10-Q 30

Item 2. MD&A - Financial Condition and Liquidity

Investing Activities

Short-Term Investments. During the six months ended June 30, 2023, we purchased a net of $50 million in short-term investments. See Note 3 of the Notes to the Condensed Consolidated Financial Statements for further information on these investments.

Capital Expenditures. Our capital expenditures were $2.5 billion and $2.7 billion for the six months ended June 30, 2023 and 2022, respectively. Our capital expenditures are primarily related to the purchases of aircraft, airport construction projects, fleet modifications and technology enhancements.

We have committed to future aircraft purchases and have obtained, but are under no obligation to use, long-term financing commitments for a substantial portion of the purchase price of the aircraft. Excluding the New York-LaGuardia airport project discussed below, our expected 2023 capital spend of approximately $5.5 billion will be primarily for aircraft, including deliveries and advance deposit payments, as well as fleet modifications and technology enhancements and may vary depending on financing decisions.

New York-LaGuardia Redevelopment. As part of the terminal redevelopment project at LaGuardia Airport, we are partnering with the Port Authority to replace Terminals C and D with a new state-of-the-art terminal facility. Construction is ongoing and is being phased to limit passenger inconvenience. Due to an acceleration effort that commenced in 2020, completion is expected by 2025.

We currently expect our net project costs to be approximately $4.3 billion and we bear the risks of project construction, including any potential cost over-runs. Using funding primarily provided by existing financing arrangements and other sources of funding, we expect to spend approximately $500 million on this project during 2023, of which $213 million was incurred in the six months ended June 30, 2023.

Los Angeles International Airport ("LAX"). We have an ongoing terminal redevelopment project at LAX to modernize, update and provide post-security connection to Terminals 2 and 3. Construction is expected to be completed by the end of 2023 with a total cost of approximately $2.4 billion. A substantial majority of the project costs are being funded through the Regional Airports Improvement Corporation ("RAIC"), a California public benefit corporation, using a revolving credit facility provided by a group of lenders. We have guaranteed the obligations of the RAIC under the credit facility and the revolving credit facility agreement was most recently amended in the March 2023 quarter, decreasing the revolver capacity to $700 million. In the June 2023 quarter, the revolving credit facility agreement capacity was reduced to $626 million.

Financing Activities

Debt and Finance Leases. In the six months ended June 30, 2023, we had cash outflows of $3.0 billion related to repayments of our debt and finance lease obligations, including $1.1 billion of principal amounts for the early repurchase of various secured and unsecured notes and a portion of the SkyMiles Term Loan on the open market and early principal repayments of $585 million on various notes secured by aircraft. Approximately $1.4 billion of the early repurchases and repayments were scheduled to mature after 2023. We continue to seek opportunities to pre-pay our debt, in addition to periodic amortization and scheduled maturities. In the March 2023 quarter, both Fitch and S&P credit rating agencies upgraded the debt rating outlooks for Delta to stable and positive, respectively.

The principal amount of our debt and finance leases was $20.3 billion at June 30, 2023.

Capital Return to Shareholders. On June 15, 2023, the Board of Directors approved and we will pay a quarterly dividend of $0.10 per share on August 7, 2023 to shareholders of record as of July 17, 2023.

Covenants. We were in compliance with the covenants in our debt agreements at June 30, 2023.

Critical Accounting Estimates

There have been no material changes in our Critical Accounting Estimates from the information provided in the "Critical Accounting Estimates" section of "Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations" in our Form 10-K.

Delta Air Lines, Inc. | June 2023 Form 10-Q 31

Item 2. MD&A - Supplemental Information

Supplemental Information

We sometimes use information (non-GAAP financial measures) that is derived from the Condensed Consolidated Financial Statements, but that is not presented in accordance with GAAP. Under the U.S. Securities and Exchange Commission rules, non-GAAP financial measures may be considered in addition to results prepared in accordance with GAAP, but should not be considered a substitute for or superior to GAAP results.

Included below are reconciliations of non-GAAP measures used within this Form 10-Q to the most directly comparable GAAP financial measures. Reconciliations below may not calculate exactly due to rounding. These reconciliations include certain adjustments to GAAP measures to provide comparability between the reported periods, if applicable, and for the reasons indicated below:

•Third-party refinery sales. Refinery sales to third parties, and related expenses, are not related to our airline segment. Excluding these sales therefore provides a more meaningful comparison of our airline operations to the rest of the airline industry.

•MTM adjustments and settlements on hedges. Mark-to-market ("MTM") adjustments are defined as fair value changes recorded in periods other than the settlement period. Such fair value changes are not necessarily indicative of the actual settlement value of the underlying hedge in the contract settlement period, and therefore we remove this impact to allow investors to better understand and analyze our core performance. Settlements represent cash received or paid on hedge contracts settled during the applicable period.

•Restructuring charges. During 2020, we recorded restructuring charges for items such as fleet impairments and voluntary early retirement and separation programs following strategic business decisions in response to the COVID-19 pandemic. During 2022, we recognized adjustments to certain of those restructuring charges, representing changes in our estimates.

•Profit sharing. We adjust for profit sharing because this adjustment allows investors to better understand and analyze our recurring cost performance and provides a more meaningful comparison of our core operating costs to the airline industry.

•One-time pilot agreement expenses. In the March 2023 quarter, Delta pilots ratified a new four-year Pilot Working Agreement effective January 1, 2023. The agreement includes numerous work rule changes and pay rate increases during the four-year term, including an initial pay rate increase of 18%. The agreement also includes a provision for a one-time payment made upon ratification in the March 2023 quarter of $735 million. Additionally, we recorded adjustments to other benefit-related items of approximately $130 million. Adjusting for these expenses allows investors to better understand and analyze our core cost performance.

•Aircraft fuel and related taxes. The volatility in fuel prices impacts the comparability of year-over-year financial performance. The adjustment for aircraft fuel and related taxes allows investors to better understand and analyze our non-fuel costs and year-over-year financial performance.


Total revenue, adjusted reconciliation
						Three Months Ended June 30,
(in millions)						2023			2022
Total revenue						$	15,578		$	13,824
Adjusted for:
Third-party refinery sales						(965)			(1,514)
Total revenue, adjusted						$	14,613		$	12,311

Delta Air Lines, Inc. | June 2023 Form 10-Q 32

Item 2. MD&A - Supplemental Information


Operating expense, adjusted reconciliation
						Three Months Ended June 30,
(in millions)						2023						2022
Operating expense						$	13,087					$	12,305
Adjusted for:

MTM adjustments and settlements on hedges						(3)						73
Third-party refinery sales						(965)						(1,514)

Restructuring charges						—						1

Operating expense, adjusted						$	12,119					$	10,866


Fuel expense, adjusted reconciliation
															Average Price Per Gallon
			Three Months Ended June 30,									Three Months Ended June 30,
(in millions, except per gallon data)			2023			2022									2023			2022
Total fuel expense			$	2,516		$	3,223								$	2.52		$	3.74
Adjusted for:
MTM adjustments and settlements on hedges			(3)			73									—			0.08

Total fuel expense, adjusted			$	2,513		$	3,296								$	2.52		$	3.82

															Average Price Per Gallon
			Six Months Ended June 30,									Six Months Ended June 30,
(in millions, except per gallon data)			2023			2022									2023			2022
Total fuel expense			$	5,192		$	5,315								$	2.75		$	3.29
Adjusted for:
MTM adjustments and settlements on hedges			39			77									0.02			0.05

Total fuel expense, adjusted			$	5,231		$	5,392								$	2.77		$	3.34


TRASM, adjusted reconciliation
			Three Months Ended June 30,									Six Months Ended June 30,
			2023			2022									2023			2022
TRASM (cents)			22.58		¢	23.47		¢							21.74		¢	20.93		¢
Adjusted for:
Third-party refinery sales			(1.40)			(2.57)									(1.44)			(2.44)

TRASM, adjusted			21.18		¢	20.90		¢							20.30		¢	18.49		¢


CASM-Ex reconciliation
			Three Months Ended June 30,									Six Months Ended June 30,
			2023			2022									2023			2022
CASM (cents)			18.97		¢	20.89		¢							20.04		¢	20.27		¢
Adjusted for:

Aircraft fuel and related taxes			(3.65)			(5.47)									(3.98)			(4.80)
Third-party refinery sales			(1.40)			(2.57)									(1.44)			(2.44)
Profit sharing			(0.86)			(0.09)									(0.51)			(0.05)
One-time pilot agreement expenses			—			—									(0.66)			—
Restructuring charges			—			—									—			0.01

CASM-Ex			13.06		¢	12.76		¢							13.44		¢	12.98		¢

Delta Air Lines, Inc. | June 2023 Form 10-Q 33

Item 2. MD&A - Supplemental Information

Free Cash Flow

The following table shows a reconciliation of net cash provided by operating and investing activities (GAAP measures) to free cash flow (a non-GAAP financial measure). We present free cash flow because management believes this metric is helpful to investors to evaluate the company's ability to generate cash that is available for use for debt service or general corporate initiatives. Adjustments include:

•Net redemptions of short-term investments. Net redemptions of short-term investments represent the net purchase and sale activity of investments and marketable securities in the period, including gains and losses. We adjust for this activity to provide investors a better understanding of the company's free cash flow generated by our operations.

•Net cash flows related to certain airport construction projects and other. Cash flows related to certain airport construction projects are included in our GAAP operating activities and capital expenditures. We have adjusted for these items because management believes investors should be informed that a portion of these capital expenditures from airport construction projects are either reimbursed by a third party or funded with restricted cash specific to these projects.

•Financed aircraft acquisitions. This adjustment reflects aircraft deliveries that are leased as capital expenditures. The adjustment is based on their original contractual purchase price or an estimate of the aircraft's fair value and provides a more meaningful view of our investing activities.


Free cash flow reconciliation
			Three Months Ended June 30,
(in millions)			2023
Net cash provided by operating activities			$	2,609
Net cash used in investing activities			(1,382)
Adjusted for:
Net redemptions of short-term investments			(51)

Net cash flows related to certain airport construction projects and other			81
Financed aircraft acquisitions			(162)

Free cash flow			$	1,094

Delta Air Lines, Inc. | June 2023 Form 10-Q 34

Item 3. Market Risk

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

There have been no material changes in market risk from the information provided in "Item 7A. Quantitative and Qualitative Disclosures About Market Risk" in our Form 10-K.

ITEM 4. CONTROLS AND PROCEDURES

Our management, including our Chief Executive Officer and Chief Financial Officer, performed an evaluation of our disclosure controls and procedures, which have been designed to permit us to effectively identify and timely disclose important information. Our management, including our Chief Executive Officer and Chief Financial Officer, concluded that the controls and procedures were effective as of June 30, 2023 to ensure that material information was accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure.

During the three months ended June 30, 2023, we did not make any changes in our internal control over financial reporting that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

PART II. OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

"Item 3. Legal Proceedings" of our Form 10-K includes a discussion of our legal proceedings. There have been no material changes from the legal proceedings described in our Form 10-K.

ITEM 1A. RISK FACTORS

“Item 1A. Risk Factors” of our Form 10-K includes a discussion of our known material risk factors, other than risks that could apply to any issuer or offering. There have been no material changes from the risk factors described in our Form 10-K.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

The following table presents information with respect to purchases of common stock we made during the June 2023 quarter. The table reflects shares withheld from employees to satisfy certain tax obligations due in connection with grants of stock under the Delta Air Lines, Inc. Performance Compensation Plan (the "Plan"). The Plan provides for the withholding of shares to satisfy tax obligations. It does not specify a maximum number of shares that can be withheld for this purpose. The shares of common stock withheld to satisfy tax withholding obligations may be deemed to be "issuer purchases" of shares that are required to be disclosed pursuant to this Item.


Shares purchased / withheld from employee awards during the June 2023 quarter
Period			Total Number of Shares Purchased			Average Price Paid Per Share			Total Number of Shares Purchased as Part of Publicly Announced Plans			Approximate Dollar Value (in millions) of Shares That May Yet be Purchased Under the Plan
April 2023			4,305			$	35.86		4,305			$	—
May 2023			6,702			$	35.35		6,702			$	—
June 2023			4,251			$	39.92		4,251			$	—
Total			15,258						15,258

Delta Air Lines, Inc. | June 2023 Form 10-Q 35

ITEM 6. EXHIBITS

(a) Exhibits

3.1(a) Delta's Amended and Restated Certificate of Incorporation (Filed as Exhibit 3.1 to Delta's Current Report on Form 8-K as filed on April 30, 2007).*

3.1 (b) Amendment to Amended and Restated Certificate of Incorporation (Filed as Exhibit 3.1 to Delta's Current Report on Form 8-K as filed on June 27, 2014).*

3.2 Delta's Bylaws (Filed as Exhibit 3.1 to Delta's Current Report on Form 8-K as filed on December 9, 2022).*

4.1 Description of Registrant's Securities (Filed as Exhibit 4.1 to Delta's Annual Report on Form 10-K for the year ended December 31, 2020).*

10.1 Mode l Award Agreement for the Delta Air Lines, Inc. 2023 Long-Term Incentive Program .

10.2 Terms of 2023 Restricted Stock Awards for Non-Employee Directors .

15 Letter from Ernst & Young LLP regarding unaudited interim financial information.

31.1 Certification by Delta's Chief Executive Officer with respect to Delta's Quarterly Report on Form 10-Q for the quarterly period ended June 3 0 , 2023.

31.2 Certification by Delta's Chief Financial Officer with respect to Delta's Quarterly Report on Form 10-Q for the quarterly period ended June 3 0 , 2023.

32 Certification pursuant to Section 1350 of Chapter 63 of Title 18 of the United States Code by Delta's Chief Executive Officer and Chief Financial Officer with respect to Delta's Quarterly Report on Form 10-Q for the quarterly period ended June 3 0 , 2023.

101.INS Inline XBRL Instance Document - The instance document does not appear in the interactive data file because its XBRL tags are embedded within the Inline XBRL document.

101.SCH Inline XBRL Taxonomy Extension Schema Document

101.CAL Inline XBRL Taxonomy Extension Calculation Linkbase Document

101.DEF Inline XBRL Taxonomy Extension Definition Linkbase Document

101.LAB Inline XBRL Taxonomy Extension Labels Linkbase Document

101.PRE Inline XBRL Taxonomy Extension Presentation Linkbase Document

104 The cover page from this Quarterly Report on Form 10-Q for the quarter ended June 30, 2023, formatted in Inline XBRL (included in Exhibit 101)

_______________

* Incorporated by reference.

Delta Air Lines, Inc. | June 2023 Form 10-Q 36

SIGNATURE

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 thereunto duly authorized.


			Delta Air Lines, Inc.
			(Registrant)

			/s/ William C. Carroll
			William C. Carroll
			Senior Vice President - Controller
			(Principal Accounting Officer)
July 13, 2023

Delta Air Lines, Inc. | June 2023 Form 10-Q 37

Exhibit 10.1

DELTA AIR LINES, INC. 2023 LONG-TERM INCENTIVE PROGRAM
AWARD AGREEMENT

Date of this Agreement:
Grant Date:

[Participant]

This Award Agreement (the “Agreement”) describes the terms of your long-term incentive program award (the “Award”) under the Delta Air Lines, Inc. Performance Compensation Plan (the “Plan”) for 2023 (the “2023 LTIP”). Capitalized terms that are used but not otherwise defined in this Agreement have the meaning set forth in the Plan. For this Award to remain effective, you must accept the Award in accordance with Section 9 on or before the date that is 30 calendar days after the date of this Agreement (the “Acceptance Date”). If you do not accept the Award as required, the Award and this Agreement will become void and of no further effect as of 5:00 p.m. Eastern Time on the Acceptance Date.

1.Summary of Award. Your Award will include a Performance Award, performance-based Restricted Stock Units (“PRSUs”) [and a cash Award (“Cash Award”)/[Restricted Stock],] as described below. Terms applicable to your Award are included in Appendix A to this Agreement.

(a) Performance Award. You are hereby awarded, on the Grant Date above (the “Grant Date”), a Performance Award with a target value of [AMOUNT].

(b) Performance Restricted Stock Units. You are hereby awarded, on the Grant Date, [NUMBER] PRSUs (“Target PRSU Award”).

[(c) Cash Award. You are hereby awarded, on the Grant Date, a Cash Award in the amount of $[AMOUNT].] OR

[c) Restricted Stock. You are hereby awarded, on the Grant Date, [NUMBER] Shares of Restricted Stock.]

2.Restrictive Covenants. In exchange for the Award, you hereby agree as follows:

(a)Confidential or Proprietary Information

(i)You acknowledge that, during the term of your employment with Delta Air Lines, Inc., its subsidiaries and/or affiliates (“Delta” or the “Company”), you had access to and acquired and will continue to have access to and acquire knowledge of, non-public, secret, confidential and proprietary documents, materials and other information, in tangible and intangible form (including, without limitation, retained mental impressions), of and relating to Delta and its businesses and existing and prospective customers, vendors, partners, investors and associated third parties, and other persons and entities that have entrusted documents, materials or information to Delta in confidence (collectively “Confidential or Proprietary Information”). You hereby agree that you will hold in a fiduciary capacity for the benefit of Delta, and shall not directly or indirectly make use of, on your own behalf or on behalf of others, or disclose to any person, concern or entity, any Confidential or Proprietary Information, whether or not such Confidential or Proprietary Information was developed or compiled by you and whether or not you were previously authorized to access or use such Confidential or Proprietary Information. You understand and agree that Confidential or Proprietary Information developed or compiled by you in the course of your employment with Delta is subject to the terms and conditions of this Agreement as if Delta furnished the same Confidential or Proprietary Information to you in the first instance. You understand and acknowledge that your confidentiality obligations under this Agreement shall continue until five years

after your Termination of Employment; provided that the confidentiality obligation for Confidential or Proprietary Information consisting of Trade Secrets (as defined in Section 2(b)) shall remain in effect for so long as governing law allows.

(ii)For purposes of this Agreement, Confidential or Proprietary Information includes, but is not limited to, any information not generally known to the public, in spoken, printed, electronic or any other form or medium, relating directly or indirectly to any of the following, whether related to Delta or any existing or prospective customers, vendors, partners, investors or associated third parties of Delta, or of any other person or entity that has entrusted information to Delta in confidence: Trade Secrets; business processes, practices, policies, procedures and methods of operation; product and service development plans and strategies; business development plans and strategies; research development plans and strategies; plans, strategies and agreements related to the sale of assets; marketing and sale of repair and maintenance of aircraft for third parties; marketing, alliance, advertising and sales plans and strategies; techniques, ideas, know-how, concepts, technologies, processes, inventions, discoveries, developments, drawings, sketches, notes, unpublished patent applications, reports and original works of authorship; software, data, databases, algorithms, experimental processes and results; manuals, records, device specifications and configurations; existing or prospective agreements, contracts, negotiations and associated terms, plans and strategies; alliance agreements, plans and processes; pricing information and lists; customer lists, information, plans and strategies; supplier and vendor lists, information, plans and strategies; financial and accounting information, records and projections; financial and advertising plans and strategies; personnel data; compensation and incentive programs for employees; personally identifiable information regarding employees, contractors, applicants and others; and training plans and strategies. You understand and acknowledge that the above list is not exhaustive and that Confidential or Proprietary Information also includes other information that is marked or otherwise identified or treated as confidential or proprietary, or that would otherwise appear to a reasonable person to be confidential or proprietary in the context and circumstances in which the information is known or used.

(iii)The term “Confidential or Proprietary Information” does not include information that has: (A) become generally available to the public by the act of one who has the right to disclose such information; (B) been independently developed and disclosed by others; and (C) otherwise entered the public domain through lawful means. Nothing in this Agreement is intended, or shall be construed, to limit the protections of any applicable law protecting confidential or proprietary information.

(b)Trade Secrets

(i)You further acknowledge that, during the term of your employment with Delta, you had access to and acquired and will continue to have access to and acquire knowledge of, Confidential or Proprietary Information that fits within the definition of “trade secrets” under the law of the State of Georgia and/or the law of the United States, including, without limitation, information regarding Delta’s present and future operations; its financial operations; research and development plans and strategies; marketing plans and strategies; alliance agreements and relationships; its compensation and incentive programs for employees; the business methods used by Delta and its employees and existing and prospective customers, vendors, consultants, partners, investors and other associated third parties; and other information which derives economic value, actual or potential, from not being generally known to, and not being readily ascertainable by proper means by, other persons who can obtain economic value from its disclosure or

2

use, and is the subject of efforts that are reasonable under the circumstances to maintain its secrecy (each, a “Trade Secret”). You hereby agree that, for so long as such information remains a Trade Secret as defined by Georgia law and/or the law of the United States, you will hold in a fiduciary capacity for the benefit of Delta and will not directly or indirectly make use of, on your own behalf or on behalf of others, any Trade Secret, or transmit, reveal or disclose any Trade Secret to any person, concern or entity. Nothing in this Agreement is intended, or shall be construed, to limit the protections of any applicable law protecting trade secrets.

(ii)You are notified by the virtue of this provision that the Defend Trade Secrets Act of 2016 (the “DTSA”) provides for immunity from liability under any federal or state trade secret law for any confidential disclosure of a trade secret as defined by the DTSA that is made (A) in confidence to a federal, state or local government official, either directly or indirectly, or to an attorney if that disclosure is made solely for the purpose of reporting or investigating a suspected violation of law or (B) in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal.

(c)Employee/Customer Non-Solicitation Agreement. During the term of your employment with Delta and during the two-year period following your Termination of Employment, you will not directly or indirectly (on your own behalf or on behalf of any other person, company, partnership, corporation or other entity) (i) employ or solicit for employment any individual who is a management or professional employee of Delta for employment with any entity or person other than Delta or encourage or induce any such person to terminate their employment with Delta or (ii) induce or attempt to induce any customer or prospective customer, supplier, licensee or other business relation of Delta to cease doing business with Delta or in any way interfere with the relationship between Delta and any customer, supplier, licensee or other business relation of Delta. The restrictions set forth in clause (i) shall be limited to those Delta management or professional employees who: (A) were employed by Delta during your employment in a supervisory or administrative job with Delta and (B) with whom you had material professional contact during your employment with Delta.

(d)Non-Competition Agreement

(i)You acknowledge and agree with the following:

(A)Delta competes in a worldwide air transportation market that includes passenger transportation and services, air cargo services, repair and maintenance of aircraft for third parties, vacation wholesale and refinery operations, and Delta’s business is both domestic and international in scope;

(B) the airlines listed or described below and the related businesses listed on Exhibit 1 hereto are particular competitors to Delta and your employment or consulting with any of the listed or described entities would create more harm to Delta than would your possible employment or consulting with other companies;

(C) you have been and are closely involved in the planning for or the direction of critical components of Delta’s operation and business and have developed or supplemented your expertise and skills as the result of such activities with Delta, and the use of such skills or disclosure of the details of such skills or knowledge to a competitor of Delta would be detrimental to Delta’s legitimate business interests; and

(D) the restrictions imposed by this Section 2(d) will not prevent you from earning a livelihood, given both the broad demand for the type of skills you possess as well as the large number of worldwide and domestic passenger and cargo air carriers and related businesses not included in Section 2(d)(ii) or Exhibit 1 hereto.

3

(ii) During the term of your employment with Delta and for the two-year period following your Termination of Employment, you will not on your own behalf or on behalf of any person, firm, partnership, association, corporation or business organization, entity or enterprise, whether as an employee, consultant, partner or in any other capacity, provide services that are the same or similar to the services of the type conducted, authorized, offered or provided by either you or any other executive, key or professional employee of Delta or any of its subsidiaries/divisions on the Grant Date (or within two years prior to your Termination of Employment), to:

(A) any of the following entities (including any successors thereto), any airline alliances (including Star Alliance and Oneworld) or airline industry associations (including Airlines for America and International Air Transport Association) in which such entity participates, and any partially or wholly owned subsidiary or joint venture of such entity that operates an airline or a business operated by Delta as of the Grant Date: Alaska Air Group, Inc., Amazon Air, American Airlines Group, Inc., Frontier Group Holdings, Inc., Jet Blue Airways Corporation, Southwest Airlines Co., Spirit Airlines, Inc., United Airlines Holdings, Inc., Avianca S.A., Emirates Group, Etihad Airways P.J.S.C., International Consolidated Airlines Group, S.A. or Qatar Airways Company Q.C.S.C.;

(B) any passenger or cargo air carrier that is more than 25% owned by Emirates Group, Etihad Airways P.J.S.C. or Qatar Airways Company Q.C.S.C.;

(C) if not included in clause (A) or (B) above, any foreign air carrier that operates passenger or cargo service into the United States or its territories more than 35 flights per week for more than six months in any rolling 12-month period; provided, however, this clause (C) shall not apply to employment with LATAM Airlines Group S.A. or Delta profit sharing joint venture partners Aerovías de Mexico, S.A. de C.V. (Aeromexico), Air France KLM Group, Korean Air Lines Co., LTD or Virgin Atlantic Airways Limited; or

(D) any of the entities listed on Exhibit 1 hereto, provided that you (1) are employed by a Delta subsidiary or you have a significant role with and spend more than 75% of your time providing services to a Delta subsidiary or (2) are employed in Delta’s TechOps or Delta Connection division.

These restrictions will apply to the territory over which you have responsibility on the Grant Date (or had responsibility for at the time of your Termination of Employment), which territory you acknowledge to be co-extensive with the cities encompassed by Delta’s worldwide route structure as it exists as of the Grant Date, or the date of your Termination of Employment, as appropriate.

(iii) Nothing in this Section 2(d) will restrict your employment in any position, function, or role with any airline or entity not defined in Section 2(d) or Exhibit 1 hereto. Further, notwithstanding anything in this Section 2(d) to the contrary, these restrictions shall not apply to employment with Airco Aviation Services, LLC (“Airco”), or its wholly owned subsidiaries, including Unifi Aviation, LLC, for any period during which Delta owns at least 40% of Airco.

(e)Return of Property. You hereby agree that all property belonging to Delta, including records, files, memoranda, reports and personnel information (including corporate records, benefit files, training records, customer lists, operating procedure manuals, safety manuals, financial statements, price lists and the like), relating to the business of Delta, whether in physical or electronic form, with which you come in contact in the course of your employment (hereinafter “Delta’s Materials”) shall, as between

4

the parties hereto, remain the sole property of Delta. You hereby warrant that you will promptly return all originals and copies of Delta’s Materials to Delta at the time your employment terminates.

(f) No Statements. You hereby agree that you will not, both during the term of your employment with Delta and after your Termination of Employment, (i) make any oral or written statement to the news media, in any public forum, or to any business competitive with Delta concerning any actions or inactions by Delta or any of its current or former subsidiaries or Affiliates or any of their present or former officers, directors, or employees (the “Delta Parties”), relative to the Delta Parties’ compliance with any state, federal or local law or rule or (ii) make any oral or written statement or take any other action that disparages or criticizes the Delta Parties, including, but not limited to, any such statement that damages the Delta Parties’ good reputation or impairs their normal operations or activities.

(g)Cooperation. You hereby agree that you will, both during the term of your employment with Delta and after your Termination of Employment, to the extent requested in writing and reasonable under the circumstances, cooperate with and serve in any capacity requested by Delta in any pending or future litigation or other legal matter in which Delta has an interest and regarding which you, by virtue of your employment with Delta, have knowledge or information relevant to the litigation or matter.

(h)Clawback. If you are an officer of Delta at or above the Vice President level, you hereby agree that if the Committee determines that you have engaged in fraud or misconduct that caused, in whole or in part, the need for a required restatement of Delta’s financial statements filed with the U.S. Securities and Exchange Commission, the Committee will review all incentive compensation awarded to or earned by you, including, without limitation, your Award, with respect to fiscal periods materially affected by the restatement and may recover from you all such incentive compensation to the extent the Committee deems appropriate after taking into account the relevant facts and circumstances. Any recoupment hereunder may be in addition to any other remedies that may be available to Delta under applicable law, including disciplinary action up to and including termination of employment.

(i)Insider Trading Policy. You understand that you are subject to the Delta Air Lines, Inc. Insider Trading Policy, as in effect from time to time, and you are responsible for reading, understanding and complying with the policy, including the prohibitions against hedging and pledging of Delta Common Stock.

(j)Former Employee Vendor Policy. You hereby agree that, during the one-year period following your Termination of Employment, you will be subject to and shall comply with Delta’s Restriction on Former Employees’ Work with Vendors policy, as in effect from time to time.

3.Dispute Resolution

(a)Arbitration. You hereby agree that, except as expressly set forth below, all disputes and any claims arising out of or under or relating to the Award or this Agreement, including, without limitation, any dispute or controversy as to the validity, interpretation, construction, application, performance, breach or enforcement of this Agreement or any of its terms, shall be submitted for and settled by mandatory, final and binding arbitration in accordance with the Commercial Arbitration Rules then prevailing of the American Arbitration Association. Unless an alternative locale is otherwise agreed to in writing by the parties to this Agreement, the arbitration shall be conducted in Atlanta, Georgia. The arbitrator will apply Georgia law to the merits of any dispute or claim without reference to rules of conflicts of law. Any award rendered by the arbitrator shall provide the full remedies available to the parties under the applicable law and shall be final and binding on each of the parties hereto and their heirs, executors, administrators, successors and assigns and judgment may be entered thereon in any court having jurisdiction. You hereby consent to the personal jurisdiction of the state and federal courts in the State of Georgia with venue in Atlanta for any action or proceeding arising from or relating to any arbitration under this Agreement. The prevailing party in any such arbitration shall be entitled to an award by the arbitrator of all reasonable attorneys’ fees and expenses incurred in connection with the arbitration.

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However, Delta will pay all fees associated with the American Arbitration Association and the arbitrator. All parties must initial here for this Section 3 to be effective:

___________________ [Participant]

___________________ Delta Air Lines, Inc., Kelley Elliott, Vice President – Total Rewards

(b)Injunctive Relief in Aid of Arbitration; Forum Selection. You hereby acknowledge and agree that the provisions contained in Section 2 are reasonably necessary to protect the legitimate business interests of Delta and that any breach of any of these provisions will result in immediate and irreparable injury to Delta for which monetary damages will not be an adequate remedy. You further acknowledge that if any such provision is breached or threatened to be breached, Delta will be entitled to seek a temporary restraining order, preliminary injunction or other equitable relief in aid of arbitration in any court of competent jurisdiction without the necessity of posting a bond restraining you from continuing to commit any violation of the covenants, and you hereby irrevocably consent to the jurisdiction of the state and federal courts of the State of Georgia, with venue in Atlanta, which shall have jurisdiction to hear and determine any claim for a temporary restraining order, preliminary injunction or other equitable relief brought against you by Delta in aid of arbitration.

(c)Consequences of Breach. Furthermore, you acknowledge that, in partial consideration for the Award described in this Agreement, Delta is requiring that you agree to and comply with the terms of Section 2, and you hereby agree that, without limiting any of the foregoing, should you violate any of the covenants included in Section 2, you will not be entitled to and shall not receive any Awards under the 2023 LTIP as set forth in this Agreement and any outstanding Awards will be forfeited.

(d)Tolling. You further agree that in the event the enforceability of any of the restrictions as set forth in Section 2 are challenged and you are not preliminarily or otherwise enjoined from breaching such restriction(s) pending a final determination of the issues, then, if an arbitrator or upon review of any arbitrator’s decision, a court, concludes that the challenged restriction(s) is enforceable, any applicable time period related to the challenged restriction set forth in Section 2 shall be deemed tolled upon the filing of the arbitration or action seeking injunctive or other equitable relief in aid of arbitration, whichever is first in time, until the dispute is finally resolved and all periods of appeal have expired.

(e)Governing Law. Unless governed by federal law, this Agreement shall be governed by and construed in accordance with the laws of the State of Georgia, without regard to principles of conflicts of laws of that State.

(f) Waiver of Jury Trial. TO THE MAXIMUM EXTENT PERMITTED BY LAW, YOU HEREBY KNOWINGLY, VOLUNTARILY AND INTENTIONALLY WAIVE THE RIGHT TO A TRIAL BY JURY IN CONNECTION WITH ANY MATTER ARISING OUT OF, UNDER, IN CONNECTION WITH, OR IN ANY WAY RELATED TO THIS AGREEMENT. THIS INCLUDES, WITHOUT LIMITATION, ANY DISPUTE CONCERNING ANY COURSE OF CONDUCT, COURSE OF DEALING, STATEMENT (WHETHER VERBAL OR WRITTEN) OR ACTION OF DELTA OR YOU, OR ANY EXERCISE BY DELTA OR YOU OF OUR RESPECTIVE RIGHTS UNDER THIS AGREEMENT OR IN ANY WAY RELATING TO THIS AGREEMENT. YOU FURTHER ACKNOWLEDGE THAT THIS WAIVER IS A MATERIAL INDUCEMENT FOR DELTA TO ISSUE AND ACCEPT THIS AGREEMENT.

4.Validity; Severability. In the event that one or more of the provisions contained in this Agreement shall for any reason be held invalid, illegal or unenforceable in any respect, such holding shall not affect any other provisions in this Agreement, but this Agreement shall be construed as if such

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invalid, illegal or unenforceable provisions had never been contained herein. The invalidity, illegality or unenforceability of any provision or provisions of this Agreement will not affect the validity or enforceability of any other provision of this Agreement, which will remain in full force and effect.

5.Authority of the Committee. You acknowledge and agree that the Committee has the sole and complete authority and discretion to construe and interpret the terms of this Agreement. All determinations of the Committee shall be final and binding for all purposes and upon all persons, including, without limitation, you and the Company and your heirs and its successors. The Committee shall be under no obligation to construe this Agreement or treat the Award in a manner consistent with the treatment provided with respect to other Awards or Participants.

6.Amendment. This Agreement may not be amended or modified except by written agreement signed by you and Delta; provided, however, you acknowledge and agree that Delta may unilaterally amend the clawback provision set forth in Section 2(h) to the extent required to be in compliance with any applicable law or regulation or Delta’s internal clawback policy, as it may be amended from time to time.

7.Acknowledgement; Electronic Delivery. By signing this Agreement, you (a) acknowledge that you have had a full and adequate opportunity to read this Agreement and you agree with every term and provision herein, including, without limitation, the terms of Sections 2, 3, 4, 5, 6 and, if applicable, Exhibit 1 hereto; (b) agree, on behalf of yourself and on behalf of any designated beneficiary and your heirs, executors, administrators and personal representatives, to all of the terms and conditions contained in this Agreement and the Plan; and (c) consent to receive all material regarding any awards under the Plan, including any prospectuses, from the Company or a third party designated by the Company, electronically with an e-mail notification to your work e-mail address.

8. Entire Agreement. This Agreement, together with the Plan (the terms of which are made a part of this Agreement and are incorporated into this Agreement by reference), constitute the entire agreement between you and Delta with respect to the Award.

9. Acceptance of this Award. If you agree to all of the terms of this Agreement and would like to accept this Award, you must sign and date this Agreement where indicated below and, if you do not accept the Award electronically, return an original signed version of this Agreement to the Company’s Executive Compensation group, either by hand or by mail to Department 936, P.O. Box 20706, Atlanta, Georgia 30320, as set forth on page 1 of this Agreement. Delta hereby acknowledges and agrees that its legal obligation to make the Award to you shall become effective when you sign this Agreement.

10. Fractions. Any calculation under the 2023 LTIP that results in a fractional amount will be rounded to two decimal points.

11. Potential Reduction in Payments Due to Excise Tax. In the event that a Participant becomes entitled to benefits under this Agreement, then such benefits, together with any payment or consideration in the nature of value or compensation to or for the Participant’s benefit under any other agreement with or plan of Delta, shall be subject to reduction as set forth in Section 4(e) of the Delta Air Lines, Inc. Officer and Director Severance Plan, which relates to the excise tax under Section 4999 of the Code.

12. Section 409A of the Code. To the extent required to be in compliance with Section 409A of the Code, and the regulations promulgated thereunder (together, “Section 409A”), notwithstanding any other provision of the Plan, (a) any payment or benefit to which a Participant is eligible with respect to the 2023 LTIP, including a Participant who is a “specified employee” as defined in Section 409A, shall be adjusted or delayed and (b) any term of the 2023 LTIP may be adjusted in such manner as to comply with Section 409A and maintain the intent of the 2023 LTIP to the maximum extent possible. More specifically, to the extent any payment provided to a Participant under the 2023 LTIP constitutes non exempted deferred compensation under Section 409A and the Participant is at the time of the Participant’s Termination of Employment considered to be a “specified employee” pursuant to the Company’s policy for determining such employees, the payment of any such non exempted amount and the provision of such non exempted

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benefits will be delayed for six months following the Participant’s separation from service. Notwithstanding the foregoing, Delta shall not have any liability to any Participant or any other person if any payment is determined to constitute “nonqualified deferred compensation” within the meaning of Section 409A and does not satisfy the additional conditions applicable to nonqualified deferred compensation under Section 409A.

* * * *

You and Delta, each intending to be bound legally, agree to the matters set forth above by signing this Agreement, all as of the date set forth below.


DELTA AIR LINES, INC.

By:
			Name: Kelley Elliott Title: Vice President—Total Rewards


PARTICIPANT

[PARTICIPANT]
Date:

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Exhibit 1

Subsidiary and Company Division Competitors

1.If you are employed by, or you have a significant role with and spend more than 75% of your time providing services to Delta Vacations, LLC, the following entities, (including the successors thereto) and any corporate parent or any partially or wholly owned subsidiary of such entities shall be included as competitors under Section 2(d)(ii)(D) of this Agreement: ALG Vacations; Classic Vacations, LLC; Costco Travel; FC USA, Inc.; Sun Country Vacations; and Travel Impressions.

2.If you are employed by, or you have a significant role with and spend more than 75% of your time providing services to Monroe Energy, LLC, the following entities, (including the successors thereto) and any corporate parent or any partially or wholly owned subsidiary of such entities shall be included as competitors under Section 2(d)(ii)(D) of this Agreement: Energy Transfer LP; PBF Energy Inc.; Phillips 66 Company; and Sunoco LP.

3.If you are employed by, or you have a significant role with and spend more than 75% of your time providing services to Endeavor Air, Inc., the following entities, (including the successors thereto) and any corporate parent or any partially or wholly owned subsidiary of such entities shall be included as competitors under Section 2(d)(ii)(D) of this Agreement: Air Wisconsin Airlines Corporation; CommutAir; Envoy Air, Inc.; Horizon Air Industries, Inc.; Jazz Aviation , LP; Mesa Air Group, Inc.; Piedmont Airlines, Inc.; PSA Airlines, Inc.; Republic Airways Holdings Inc.; Skywest, Inc.; and Trans States Holdings, Inc.

4.If you are employed by the Company in its TechOps division, the following entities(including the successors thereto) and any corporate parent or any partially or wholly owned subsidiary of such entities shall be included as competitors under Section 2(d)(ii)(D) of this Agreement: AAR Corp.; GE Aviation Service Operation LLP, GE Aviation Systems Group Limited, GE Aviation Systems North America, Inc. GE Aviation UK; Honeywell International , Inc.; Hong Kong Aircraft Engineering Company LTD (HAECO) (Americas and international); Lufthansa Technik AG; the MTU Maintenance businesses of MTU Aero Engines (domestic and international); Pratt & Whitney; Singapore Technologies Aerospace Ltd.; and United Technologies Corporation.

5.If you are employed by the Company in its Delta Connection division, the following entities (including the successors thereto) and any corporate parent or any partially or wholly owned subsidiary of such entities shall be included as competitors under Section 2(d)(ii)(D) of this Agreement: Air Wisconsin Airlines Corporation; CommutAir; Envoy Air, Inc.; Horizon Air Industries, Inc.; Jazz Aviation , LP; Mesa Air Group, Inc.; Piedmont Airlines, Inc.; PSA Airlines, Inc.; Republic Airways Holdings Inc.; Skywest, Inc.; and Trans States Holdings, Inc.

6.If you are employed by, or you have a significant role with and spend more than 75% of your time providing services to Delta Material Services, LLC, the following entities, (including the successors thereto) and any corporate parent or any partially or wholly owned subsidiary of such entities shall be included as competitors under Section 2(d)(ii)(D) of this Agreement: AAR Corp; AerSale, Inc.; AJ Walter Aviation Limited; GA Telesis, LLC; Unical Aviation, Inc.; and VAS Aero Services, LLC.

7.If you are employed by, or you have a significant role with and spend more than 75% of your time providing services to Delta Flight Products, LLC, the following entities, (including the successors thereto) and any corporate parent or any partially or wholly owned subsidiary of such entities shall be included as competitors under Section 2(d)(ii)(D) of this Agreement: Airbus SE; Collins Aerospace; EnCore Aerospace LLC; Gulfstream Aerospace Corporation (excluding corporate parent); Hong Kong Aircraft Engineering Company Limited(HAECO); JAMCO Corporation; Panasonic Avionics Corporation (excluding corporate parent); Safron Group; ST Engineering Aerospace; Thales Group; and The Boeing Company.

APPENDIX A

The terms of this Appendix A shall apply to the Award set forth in this Agreement. Capitalized terms that are used but not otherwise defined in this Agreement have the meaning set forth in the Plan. For purposes of Appendix A, you are referred to as a “Participant.”

A. Performance Award

1. Payout Criteria and Form of Payment. Except as otherwise expressly set forth in this Section A, payment, if any, of a Performance Award will be based on the Company’s performance during the period beginning on January 1, 2023 and ending on and including December 31, 2025 (the “Performance Period”). The actual payout, if any, of a Performance Award will be determined by the Committee pursuant to the achievement of certain performance criteria established by the Committee to measure the Company’s performance during the Performance Period (the “Performance Measures”). A description of the Performance Measures and amounts to be earned, if any, for the various levels of performance, which shall not exceed 200% of the target level, will be communicated to Participants in such manner as the Committee deems appropriate. The payout, if any, of a Performance Award will be made in cash.

2. Vesting. Subject to the terms of the Plan and all other conditions included in this Agreement, the Performance Award shall vest as of the end of the Performance Period to the extent that the Company’s actual results with respect to the Performance Measures meet or exceed threshold level. Any portion of a Performance Award that does not vest at the end of the Performance Period will immediately lapse and become void.

3. Timing of Payment. The payout, if any, of a Performance Award that vests under Section A.2 will be made as soon as practicable after the Committee certifies the achievement of the Performance Measures and the payment amount can be finally determined, but in no event later than March 15, 2026, unless it is administratively impracticable to do so and such impracticability was not foreseeable at the end of 2025, in which case such payment shall be made as soon as administratively practicable after March 15, 2026.

4. Accelerated Vesting/Forfeiture upon Terminations of Employment [Occurring Prior to October 1, 2023]. Effective for Terminations of Employment [that occur prior to October 1, 2023], the Performance Award is subject to the following terms and conditions:

(a) Without Cause or For Good Reason. Upon a Participant’s Termination of Employment by the Company without Cause or by the Participant for Good Reason (including the Termination of Employment of the Participant if they are employed by an Affiliate at the time the Company sells or otherwise divests itself of such Affiliate), subject to the Participant’s execution of a waiver and release of claims in a form and manner satisfactory to the Company (a “Release”), the Participant’s target Performance Award will be recalculated and will be the result of the following formula (the “Adjusted Performance Award”): S × (T ÷ 36) where,

S = the Participant’s target Performance Award as of the Grant Date; and

T = the number of calendar months from January 1, 2023 to the date of such Termination of Employment (rounded up for any partial month).

Thereafter, the Participant will be eligible to receive a payout, if any, based on the Adjusted Performance Award which will vest and become payable under Sections A.2 and A.3 in the same manner and to the same extent as if the Participant’s employment had continued.

(b) Voluntary Resignation. Upon a Participant’s Termination of Employment by reason of a voluntary resignation (other than for Good Reason or Retirement) prior to the end of the workday on December 31, 2025, the Participant will immediately forfeit the Performance

Award as of the date of such Termination of Employment. In the event a Participant incurs a Termination of Employment by reason of a voluntary resignation on or after January 1, 2026, subject to the Participant’s execution of a Release, the Participant will remain eligible for any unpaid Performance Award, which award will vest and become payable under Sections A.2 and A.3 in the same manner and to the same extent as if the Participant’s employment had continued.

(c) Retirement. Subject to Section A.4(f), upon a Participant’s Termination of Employment due to Retirement, subject to the Participant’s execution of a Release, the Participant’s target Performance Award will be recalculated in accordance with the formula set forth in Section A.4(a). Thereafter, the Participant will be eligible to receive a payment, if any, based on the Adjusted Performance Award, which will vest and become payable under Sections A.2 and A.3 in the same manner and to the same extent as if the Participant’s employment had continued.

(d) Death or Disability. Upon a Participant’s Termination of Employment due to death or Disability, the Participant’s Performance Award will immediately become vested at the target level and such amount will be paid as soon as practicable thereafter to the Participant or the Participant’s estate, as applicable.

(e) For Cause. Upon a Participant’s Termination of Employment by the Company for Cause, the Participant will immediately forfeit any unpaid portion of the Performance Award as of the date of such Termination of Employment.

(f) Retirement-Eligible Participants Who Incur a Termination of Employment for Other Reasons. If a Participant who is eligible for Retirement is or would be terminated by the Company without Cause, such Participant shall be considered to have been terminated by the Company without Cause for purposes of this Agreement rather than having retired, but only if the Participant acknowledges that, absent Retirement, the Participant would have been terminated by the Company without Cause. If, however, the employment of a Participant who is eligible for Retirement is terminated by the Company for Cause, then, regardless of whether the Participant is considered as a retiree for purposes of any other program, plan or policy of the Company, for purposes of this Agreement, the Participant’s employment shall be considered to have been terminated by the Company for Cause.

(g) Change in Control. Notwithstanding the foregoing and subject to Section 11 of this Agreement, upon a Participant’s Termination of Employment by the Company without Cause or by the Participant for Good Reason (including the Termination of Employment of the Participant if they are employed by an Affiliate at the time the Company sells or otherwise divests itself of such Affiliate) on or after a Change in Control but prior to the second anniversary of such Change in Control, subject to the Participant’s execution of a Release, the Participant’s outstanding Performance Award shall immediately become vested at the target level and such amount will be paid to the Participant as soon as practicable. With respect to any Participant who incurs a Termination of Employment by the Company without Cause or who resigns for Good Reason prior to a Change in Control, if a Change in Control occurs thereafter during the Performance Period, such Participant’s Adjusted Performance Award, will immediately become vested and be paid in cash to the Participant as soon as practicable.

[5. Accelerated Vesting/Forfeiture upon Terminations of Employment Occurring On or After October 1, 2023. Effective for Terminations of Employment that occur on or after October 1, 2023, the Performance Award is subject to the following terms and conditions:

(a) Qualifying Termination of Employment. Upon a Participant’s Qualifying Termination of Employment (as such term is defined below), subject to the Participant’s execution of a Release, the Participant will remain eligible for the Performance Award, which

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award will vest and become payable under Sections A.2 and A.3 in the same manner and to the same extent as if the Participant’s employment had continued.

(b) Disqualifying Termination of Employment. Upon a Participant’s Disqualifying Termination of Employment (as such term is defined below), the Participant will immediately forfeit any unpaid portion of the Performance Award as of the date of such Termination of Employment.

(c) Death or Disability. Upon a Participant’s Termination of Employment due to death or Disability, the Participant’s Performance Award will immediately become vested at the target level and such amount will be paid as soon as practicable thereafter to the Participant or the Participant’s estate, as applicable.

(d) Change in Control. Notwithstanding the foregoing and subject to Section 11 of this Agreement, upon a Participant’s Termination of Employment by the Company without Cause or by the Participant for Good Reason on or after a Change in Control but prior to the second anniversary of such Change in Control, subject to the Participant’s execution of a Release, the Participant’s outstanding Performance Award will immediately become vested at the target level and such amount will be paid in cash to the Participant as soon as practicable. With respect to any Participant who incurs a Termination of Employment by the Company without Cause or who resigns for Good Reason prior to a Change in Control, if a Change in Control occurs thereafter during the Performance Period, such Participant’s Performance Award will immediately become vested and be paid to the Participant as soon as practicable.

(e) Death Following Qualifying Termination of Employment. If a Participant dies after incurring a Qualifying Termination of Employment, but before the Performance Award vests and becomes payable under Sections A.2 and A.3, the Participant’s Performance Award will immediately become vested at the target level and such amount will be paid as soon as practicable thereafter to the Participant’s estate.]

[6. Definitions.

(a) “Qualifying Termination of Employment” means a Participant’s Termination of Employment (i) by the Company without Cause or (ii) by the Participant with or without Good Reason or by reason of Retirement.

(b) “Disqualifying Termination of Employment” means a Participant’s Termination of Employment by the Company for Cause.]

B. Performance Restricted Stock Units

1. Risk of Forfeiture. Until any PRSUs becomes vested and settled under Section B.3 or B.6, a Participant will not be permitted to sell, exchange, assign, transfer or otherwise dispose of the PRSUs and the PRSUs will be subject to forfeiture as set forth below.

2. Payout Criteria. Except as otherwise expressly set forth in this Section B, payment, if any, of the PRSUs will be based on the Company’s performance during the Performance Period. The actual payout, if any, of the PRSUs will be determined by the Committee pursuant to the achievement of certain performance criteria established by the Committee to measure the Company’s performance during the Performance Period (the “PRSU Performance Measures”). The actual number of PRSUs that may vest, if any, may range from zero to 300% of the Target PRSU Award based on the level of performance achieved. A description of the PRSU Performance Measures will be communicated to Participants in such manner as the Committee deems appropriate.

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3. Vesting. Subject to the terms of the Plan and all other conditions included this Agreement, the PRSUs shall vest at the end of the Performance Period to the extent that the Company’s actual results with respect to the PRSU Performance Measures meet or exceed the applicable minimum performance level. Any portion of the PRSUs that does not vest at the end of the Performance Period will be immediately forfeited.

4. Payment; Timing of Settlement. The payment, if any, of the PRSUs that vest under Section B.3 will be made in Shares in an amount equal to the number of vested PRSUs. The vested PRSUs shall be settled as soon as practicable after the Committee certifies the achievement of the PRSU Performance Measures and the payment amount can be finally determined, but in no event later than March 15, 2026, unless it is administratively impracticable to do so and such impracticability was not foreseeable at the end of 2025, in which case such payment shall be made as soon as administratively practicable after March 15, 2026.

5. Dividend Equivalents. In the event a cash dividend shall be paid with respect to Shares at a time the PRSUs have not vested, the Participant shall be eligible to receive, upon the vesting of the PRSUs, if any, a cash payment equal to the amount of the cash dividend per Share multiplied by the number of the Participant’s vested PRSUs. The vesting provisions under Section B.3 shall apply to any such dividend equivalent, and any resulting cash payment shall be made as soon as practicable after the settlement of the vested PRSUs.

6. Accelerated Vesting/Forfeiture upon Terminations of Employment [Occurring Prior to October 1, 2023]. Effective for Terminations of Employment [that occur prior to October 1, 2023], the PRSUs are subject to the following terms and conditions:

(a) Without Cause or For Good Reason. Upon a Participant’s Termination of Employment by the Company without Cause or by the Participant for Good Reason, subject to the Participant’s execution of a Release, the Participant’s Target PRSU Award will be prorated and will be the result of the following formula (the “Pro Rata PRSU Portion”): S × (T ÷ 36) where,

S = the number of PRSUs subject to the Target PRSU Award; and

T = the number of calendar months from January 1, 2023 to the date of such Termination of Employment (rounded up for any partial month).1

Thereafter, the Participant will be eligible to receive a payment, if any, based on the Pro Rata PRSU Portion which will vest and become payable under Sections B.3 and B.4 in the same manner and to the same extent as if the Participant’s employment had continued. Upon a Participant’s Termination of Employment by the Company without Cause or by the Participant for Good Reason, any unvested PRSUs subject to the Target PRSU Award, other than the Pro Rata PRSU Portion, shall be immediately forfeited.

(b) Voluntary Resignation. Upon a Participant’s Termination of Employment by reason of a voluntary resignation (other than for Good Reason or Retirement) prior to the end of the workday on December 31, 2025, the Participant will immediately forfeit the Target PRSU Award as of the date of such Termination of Employment. In the event a Participant incurs a Termination of Employment by reason of a voluntary resignation on or after January 1, 2026, subject to the Participant’s execution of a Release, the Participant will remain eligible for any unpaid PRSUs, which award will vest and become payable under Sections B.3 and B.4 in the same manner and to the same extent as if the Participant’s employment had continued.

1 If this formula results in any fractional unit, the Pro Rata PRSU Portion will be rounded up to the nearest whole unit.

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(c) Retirement. Subject to Section B.6(f), upon a Participant’s Termination of Employment due to Retirement, subject to the Participant’s execution of a Release, the Participant’s Target PRSU Award will be prorated in accordance with the formula set forth in Section B.6(a)[; provided, however, that “S” shall equal [*] PRSUs]. Thereafter, the Participant will be eligible to receive a payment, if any, based on the Pro Rata PRSU Portion which will vest and become payable under Sections B.3 and B.4 in the same manner and to the same extent as if the Participant’s employment had continued. Upon a Participant’s Termination of Employment due to Retirement, the unvested Target PRSU Award, other than the Pro Rata PRSU Portion, shall be immediately forfeited.

(d) Death or Disability. Upon a Participant’s Termination of Employment due to death or Disability, the Participant’s Target PRSU Award will immediately become vested and such vested PRSUs will be paid in accordance with Section B.4 as soon as practicable thereafter to the Participant or the Participant’s estate, as applicable.

(e) For Cause. Upon a Participant’s Termination of Employment by the Company for Cause, the Participant’s Target PRSU Award shall be immediately forfeited.

(f) Retirement-Eligible Participants Who Incur a Termination of Employment for Other Reasons. If a Participant who is eligible for Retirement is or would be terminated by the Company without Cause, such Participant shall be considered to have been terminated by the Company without Cause for purposes of this Agreement rather than having retired, but only if the Participant acknowledges that, absent Retirement, the Participant would have been terminated by the Company without Cause. If, however, the employment of a Participant who is eligible for Retirement is terminated by the Company for Cause, then, regardless of whether the Participant is considered as a retiree for purposes of any other program, plan or policy of the Company, for purposes of this Agreement, the Participant’s employment shall be considered to have been terminated by the Company for Cause.

(g) Change in Control. Notwithstanding the foregoing and subject to Section 11 of this Agreement, upon a Participant’s Termination of Employment by the Company without Cause or by the Participant for Good Reason on or after a Change in Control but prior to the second anniversary of such Change in Control, subject to the Participant’s execution of a Release, the Participant’s Target PRSU Award shall immediately become vested and such vested PRSUs will be paid in accordance with Section B.4 to the Participant as soon as practicable. With respect to any Participant who incurs a Termination of Employment by the Company without Cause or who resigns for Good Reason prior to a Change in Control, if a Change in Control occurs thereafter during the Performance Period, such Participant’s Pro Rata PRSU Portion, will immediately become vested and be paid in accordance with Section B.4 to the Participant as soon as practicable.

[7. Accelerated Vesting/Forfeiture upon Terminations of Employment Occurring On or After October 1, 2023. Effective for Terminations of Employment that occur on or after October 1, 2023, the PRSUs are subject to the following terms and conditions:

(a) Qualifying Termination of Employment. Except as otherwise provided in this Section B.7(a), upon a Participant’s Qualifying Termination of Employment, subject to the Participant’s execution of a Release, the Participant will remain eligible for the Target PRSU Award, which award will vest and become payable under Sections B.3 and B.4 in the same manner and to the same extent as if the Participant’s employment had continued. Notwithstanding the foregoing to the contrary, if a Participant’s Qualifying Termination of Employment is due to a Termination of Employment by the Participant without Good Reason or by reason of Retirement, subject to the Participant’s execution of a Release, the Participant will remain eligible for [*]

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PRSUs subject to the Target PRSU Award which award will vest and become payable under Sections B.3 and B.4 in the same manner and to the same extent as if the Participant’s employment had continued. With respect to the remaining [*] PRSUs subject to the Target PRSU Award (the “Remaining PRSUs”), if the Termination of Employment by the Participant without Good Reason or by reason of Retirement occurs (i) on or prior to the first anniversary of the Grant Date, the Remaining PRSUs shall be immediately forfeited or (ii) after the first anniversary of the Grant Date, but on or prior to the last date of the Performance Period, the Remaining PRSUs will be prorated in accordance with the formula set forth in Section B.6(a); provided, however, that “S” shall equal the number of Remaining PRSUs. Thereafter, the Participant will be eligible to receive a payment, if any, based on the Pro Rata PRSU Portion which will vest and become payable under Sections B.3 and B.4 in the same manner and to the same extent as if the Participant’s employment had continued and the Remaining PRSUs, other than the Pro Rata PRSU Portion, shall be immediately forfeited.

(b) Disqualifying Termination of Employment. Upon a Participant’s Disqualifying Termination of Employment, the Participant’s Target PRSU Award shall be immediately forfeited.

(c) Death or Disability. Upon a Participant’s Termination of Employment due to death or Disability, the Participant’s Target PRSU Award will immediately become vested and such amount will be paid in accordance with Section B.4 as soon as practicable thereafter to the Participant or the Participant’s estate, as applicable.

(d) Change in Control. Notwithstanding the foregoing and subject to Section 11 of this Agreement, upon a Participant’s Termination of Employment by the Company without Cause or by the Participant for Good Reason on or after a Change in Control but prior to the second anniversary of such Change in Control, subject to the Participant’s execution of a Release, the Participant’s Target PRSU Award shall immediately become vested and such amount will be paid to the Participant as soon as practicable. With respect to any Participant who incurs a Termination of Employment by the Company without Cause or who resigns for Good Reason prior to a Change in Control, if a Change in Control occurs thereafter during the Performance Period, such Participant’s Target PRSU Award, will immediately become vested and be paid in accordance with Section B.4 to the Participant as soon as practicable.

(e) Death Following Qualifying Termination of Employment. If a Participant dies after incurring a Qualifying Termination of Employment, but before the PRSUs vest and become payable under Sections B.3 and B.4, the Participant’s Target PRSU Award will immediately become vested and such amount will be paid as soon as practicable thereafter to the Participant’s estate.]

[C. Cash Award

1. Risk of Forfeiture. Until a Cash Award becomes vested and paid under Section C.3 or C.4, a Participant will not be permitted to sell, exchange, assign, transfer or otherwise dispose of the unvested Cash Award or any interest in the unvested Cash Award, and the Cash Award will be subject to forfeiture as set forth below.

2. Vesting. Subject to the terms of the Plan and this Agreement, the Cash Award shall vest [in two installments as follows: (a) $[*] on April 28, 2023 and (b) $[*] on May 31, 2024 (the “Second Cash Award Installment”)] OR [on May 31, 2024].

3. Timing of Payment. The payment of any portion of the Cash Award that vests under Section C.2 will be made as soon as practicable after the applicable vesting date, but in no event later than two and one-half months following the calendar year in which such vesting occurs,

A-6

unless it is administratively impracticable to do so and such impracticability was not foreseeable at the end of the applicable calendar year, in which case such payment shall be made as soon as administratively practicable after such period.

4. Accelerated Vesting/Forfeiture Upon Terminations of Employment. In addition to the other provisions of the Plan and this Agreement, the Cash Award is subject to the following terms and conditions:

(a) In General. Unless the Committee determines otherwise, upon a Participant’s Termination of Employment by (i) reason of a voluntary resignation or Retirement or (ii) the Company for Cause, the Participant will immediately forfeit any unpaid portion of the Cash Award as of the date of such Termination of Employment.

(b) Without Cause or For Good Reason. Upon a Participant’s Termination of Employment by the Company without Cause or by the Participant for Good Reason, subject to the Participant’s execution of a Release, the Participant’s [Second] Cash Award [Installment] will be recalculated and will be the result of the following formula (the “Adjusted Cash Award”): S × (T ÷ 13) where,

S = the [Second] Cash Award [Installment] amount; and

T = the number of calendar months from the Grant Date to the date of such Termination of Employment (rounded up for any partial month).

Thereafter, the Adjusted Cash Award will become immediately vested as of the date of such Termination of Employment and such amount and will be paid as soon as practicable thereafter to the Participant. Upon a Participant’s Termination of Employment by the Company without Cause or by the Participant for Good Reason, any unvested Cash Award, other than the Adjusted Cash Award portion, shall be immediately forfeited.

(c) Death or Disability. Upon a Participant’s Termination of Employment due to death or Disability, any unvested portion of the Participant’s Cash Award will immediately vest as of the date of such Termination of Employment, and such amount will be paid as soon as practicable thereafter to the Participant or the Participant’s estate, as applicable.

(d) Change in Control. Notwithstanding the foregoing and subject to Section 11 of this Agreement, upon a Participant’s Termination of Employment by the Company without Cause or by the Participant for Good Reason on or after a Change in Control but prior to May 31, 2024, subject to the Participant’s execution of a Release, any unvested portion of the Participant’s Cash Award will immediately vest, and such amount will be paid to the Participant as soon as practicable thereafter.]

[C. Restricted Stock

1. Restrictions. Until the restrictions imposed by this Section C (the “Restrictions”) have lapsed pursuant to Section C.2 or C.3, a Participant will not be permitted to sell, exchange, assign, transfer or otherwise dispose of the Restricted Stock, and the Restricted Stock will be subject to forfeiture as set forth below.

2. Lapse of Restrictions—Continued Employment. Subject to the terms of the Plan and this Agreement, the Restrictions shall lapse and be of no further force or effect with respect to one-third of the Shares of Restricted Stock on each of the following dates: (a) February 1, 2024

A-7

(“First RS Installment”); (b) February 1, 2025 (“Second RS Installment”); and (c) February 1, 2026 (“Third RS Installment”).2

3. Lapse of Restrictions/Forfeiture upon Terminations of Employment. In addition to the other provisions of the Plan and this Agreement, the Restricted Stock and the Restrictions set forth in this Section A are subject to the following terms and conditions:

(a) Without Cause or For Good Reason. Upon a Participant’s Termination of Employment by the Company without Cause or by the Participant for Good Reason (including the Termination of Employment of the Participant if they are employed by an Affiliate at the time the Company sells or otherwise divests itself of such Affiliate), subject to the Participant’s execution of a waiver and release of claims in a form and manner satisfactory to the Company (a “Release”), with respect to any portion of the Restricted Stock subject to the Restrictions, the Restrictions shall immediately lapse on the Pro Rata RS Portion as of the date of such Termination of Employment. Upon the Participant’s Termination of Employment by the Company without Cause or by the Participant for Good Reason, any Restricted Stock that remains subject to the Restrictions, other than the Pro Rata RS Portion, shall be immediately forfeited.

“Pro Rata RS Portion” means, with respect to any RS Installment that is subject to the Restrictions at the time of a Participant’s Termination of Employment, the number of Shares covered by such RS Installment multiplied by a fraction (i) the numerator of which is the number of calendar months3 from February 8, 2023 to the date of such Termination of Employment, rounded up for any partial month and (ii) the denominator of which is 12 for the First RS Installment, 24 for the Second RS Installment and 36 for the Third RS Installment.4

(b) Voluntary Resignation. Upon a Participant’s Termination of Employment by reason of a voluntary resignation (other than for Good Reason or Retirement), any portion of the Restricted Stock subject to the Restrictions shall be immediately forfeited.

(c) Retirement. Subject to Section C.3(f), upon a Participant’s Termination of Employment by reason of Retirement, with respect to any portion of the Restricted Stock subject to the Restrictions, subject to the Participant’s execution of a Release, the Restrictions shall immediately lapse on the Pro Rata RS Portion (as defined in Section C.3(a)) as of the date of such Termination of Employment. Upon a Participant’s Termination of Employment by reason of Retirement, any Restricted Stock that remains subject to the Restrictions, other than the Pro Rata RS Portion, shall be immediately forfeited.

(d) Death or Disability. Upon a Participant’s Termination of Employment due to death or Disability, the Restrictions shall immediately lapse and be of no further force or effect as of the date of such Termination of Employment.

(e) For Cause. Upon a Participant’s Termination of Employment by the Company for Cause, any portion of the Restricted Stock subject to the Restrictions shall be immediately forfeited.

2 The number of Shares subject to each RS Installment will be equal to the total number of Shares subject to the Restricted Stock Award divided by three; provided, that if this formula results in any fractional Share allocation to any RS Installment, the number of Shares in the First RS Installment and, if necessary, the Second RS Installment will be increased so that only full shares are covered by each RS Installment. For example, if a Restricted Stock Award covers 1,000 Shares, the Restrictions will lapse with respect to 334 Shares under the First RS Installment and 333 Shares under each of the Second and Third RS Installments.

3 For purposes of this Appendix A, one calendar month is calculated from the date of measurement to the same or closest numerical date occurring during the following month. For example, one calendar month from January 31, 2023 will elapse as of February 28, 2023, two months will elapse on March 31, 2023, and so on.

4 If this formula results in any fractional Share, the Pro Rata RS Portion will be rounded up to the nearest whole Share.

A-8

(f) Retirement-Eligible Participants Who Incur a Termination of Employment for Other Reasons. If a Participant who is eligible for Retirement is or would be terminated by the Company without Cause, such Participant shall be considered to have been terminated by the Company without Cause for purposes of this Agreement rather than having retired, but only if the Participant acknowledges that, absent Retirement, the Participant would have been terminated by the Company without Cause. If, however, the employment of a Participant who is eligible for Retirement is terminated by the Company for Cause, then, regardless of whether the Participant is considered as a retiree for purposes of any other program, plan or policy of the Company, for purposes of this Agreement, the Participant’s employment shall be considered to have been terminated by the Company for Cause.

(g) Change in Control. Notwithstanding the foregoing and subject to Section 11 of this Agreement, upon a Participant’s Termination of Employment by the Company without Cause or by the Participant for Good Reason (including the Termination of Employment of the Participant if they are employed by an Affiliate at the time the Company sells or otherwise divests itself of such Affiliate) on or after a Change in Control but prior to the second anniversary of such Change in Control, with respect to any RS Installment that is not then vested, subject to the Participant’s execution of a Release, any Restrictions in effect shall immediately lapse on the date of such Termination of Employment and be of no further force or effect as of such date.

4. Dividends. In the event a cash dividend shall be paid with respect to Shares at a time the Restrictions on the Restricted Stock have not lapsed, the Participant shall be eligible to receive the dividend upon the lapse of the Restrictions. The Restrictions shall apply to any such dividend.]

A-9

Exhibit 10.2

TERMS OF 2023 RESTRICTED STOCK AWARD1

Participants: All members of Delta’s Board of Directors (the “Board”) who are not employees of Delta (“Non-Employee Directors”), which includes the Chair of the Board (the “Chair”). These directors are:


Greg Creed			George N. Mattson
David G. DeWalt			Vasant M. Prabhu
William H. Easter III			Sergio A. L. Rial
Leslie D. Hale			David S. Taylor (Chair)
Michael P. Huerta			Kathy N. Waller
Jeanne P. Jackson

Type of Award: Restricted Stock, as defined and granted under the Delta Air Lines, Inc. Performance Compensation Plan (the “Performance Compensation Plan”).

Grant Date: June 15, 2023

Number of

Shares: The number of shares of Restricted Stock granted to each
Non-Employee Director other than the Chair equals the result of the following formula: $190,000 divided by Y, where

Y = the closing price of Delta Common Stock, par value $0.0001 per share, on the New York Stock Exchange on the Grant Date.

The number of shares of Restricted Stock granted to the Chair equals the result of the following formula: $320,000 divided by Y.

Partial Shares: Any partial shares resulting from the above formula will be ignored and the aggregate shares of Restricted Stock for each Non-Employee Director will be rounded up to the nearest whole ten shares.

Vesting: Each grant awarded to a Non-Employee Director under the terms of this Attachment A (a “2023 Grant”) will vest (the “Vesting Date”) on the earlier of (1) June 15, 2024 and (2) the date of Delta’s 2024 Annual Meeting of Stockholders, subject to such Non-Employee Director’s continued service as a member of the Board on the Vesting Date.

1 In accordance with these terms, each Non-Employee Director other than the Chairman of the Board received 4,440 shares of Restricted Stock on June 15, 2023. This is equal to $190,000 divided by $42.88 (the closing price of Delta Common Stock on the New York Stock Exchange (“NYSE”) on June 15, 2023), rounded up to the nearest whole ten shares. The Chairman of the Board received 7,470 shares of Restricted Stock on June 15, 2023. This is equal to $320,000 divided by $42.88 (the closing price of Delta Common Stock on the NYSE on June 15, 2023), rounded up to the nearest whole ten shares.

Accelerated

Vesting: Notwithstanding the foregoing, accelerated vesting will occur prior to the Vesting Date as follows: individual 2023 Grants will immediately vest on the date such Non-Employee Director ceases to be a member of the Board due to death, Disability or Retirement. For purposes of the 2023 Grant, (1) “Disability” means the Non-Employee Director’s inability to perform his or her duties as a member of the Board for a period of 180 or more days as a result of a demonstrable injury or disease and (2) “Retirement” means retiring from the Board (i) at or after age 52 with at least ten years of service as a director; (ii) at or after age 68 with at least five years of service as a director; or (iii) at the Non-Employee Director’s mandatory retirement date.

Forfeiture: Except as expressly set forth above, a Non-Employee Director will immediately forfeit any unvested Restricted Stock on the date such Non-Employee Director ceases to be a member of the Board for any reason, other than due to death, Disability or Retirement.

Dividends: In the event a cash dividend is paid with respect to shares of Delta Common Stock at a time during which the 2023 Grant is unvested, the Non-Employee Director will be eligible to receive the dividend when the 2023 Grant vests.

Exhibit 15

July 13, 2023

The Board of Directors and Stockholders of

Delta Air Lines, Inc.

We are aware of the incorporation by reference in the Registration Statements (Form S-3 No.’s 333-272728 and 333-262678 and Form S-8 No.’s 333-142424, 333-149308, 333-154818, 333-151060 and 333-212525) of Delta Air Lines, Inc. for the registration of its securities of our report dated July 13, 2023 relating to the unaudited condensed consolidated interim financial statements of Delta Air Lines, Inc. that are included in its Form 10-Q for the quarter ended June 30, 2023.

/s/ Ernst & Young LLP

Exhibit 31.1

I, Edward H. Bastian, certify that:

1.I have reviewed this quarterly report on Form 10-Q of Delta Air Lines, Inc. ("Delta") for the quarterly period ended June 30, 2023;

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of Delta as of, and for, the periods presented in this report;

4.Delta's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for Delta and have:

(a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to Delta, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c)Evaluated the effectiveness of Delta's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d)Disclosed in this report any change in Delta's internal control over financial reporting that occurred during Delta's most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, Delta's internal control over financial reporting; and

5.Delta's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to Delta's auditors and the Audit Committee of Delta's Board of Directors (or persons performing the equivalent functions):

(a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect Delta's ability to record, process, summarize and report financial information; and

(b)Any fraud, whether or not material, that involves management or other employees who have a significant role in Delta's internal control over financial reporting.


July 13, 2023			/s/ Edward H. Bastian
			Edward H. Bastian
			Chief Executive Officer

Exhibit 31.2

I, Daniel C. Janki, certify that:

1.I have reviewed this quarterly report on Form 10-Q of Delta Air Lines, Inc. ("Delta") for the quarterly period ended June 30, 2023;

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of Delta as of, and for, the periods presented in this report;

4.Delta's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for Delta and have:

(a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to Delta, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c)Evaluated the effectiveness of Delta's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d)Disclosed in this report any change in Delta's internal control over financial reporting that occurred during Delta's most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, Delta's internal control over financial reporting; and

5.Delta's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to Delta's auditors and the Audit Committee of Delta's Board of Directors (or persons performing the equivalent functions):

(a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect Delta's ability to record, process, summarize and report financial information; and

(b)Any fraud, whether or not material, that involves management or other employees who have a significant role in Delta's internal control over financial reporting.


July 13, 2023			/s/ Daniel C. Janki
			Daniel C. Janki
			Executive Vice President and Chief Financial Officer

Exhibit 32

July 13, 2023

Securities and Exchange Commission

100 F Street, NE

Washington, D.C. 20549

Ladies and Gentlemen:

The certifications set forth below are hereby submitted to the Securities and Exchange Commission pursuant to, and solely for the purpose of complying with, Section 1350 of Chapter 63 of Title 18 of the United States Code in connection with the filing on the date hereof with the Securities and Exchange Commission of the quarterly report on Form 10-Q of Delta Air Lines, Inc. ("Delta") for the quarterly period ended June 30, 2023 (the "Report").

Each of the undersigned, the Chief Executive Officer and the Executive Vice President and Chief Financial Officer, respectively, of Delta, hereby certifies that, as of the end of the period covered by the Report:

1.such Report fully complies with the requirements of Section 13(a) of the Securities Exchange Act of 1934; and

2.the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of Delta.



			/s/ Edward H. Bastian
			Edward H. Bastian
			Chief Executive Officer

			/s/ Daniel C. Janki
			Daniel C. Janki
			Executive Vice President and Chief Financial Officer

Cover	6 Months Ended
Cover	Jun. 30, 2023 shares
Cover [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Jun. 30, 2023
Document Transition Report	false
Entity File Number	001-5424
Entity Registrant Name	DELTA AIR LINES, INC.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	58-0218548
Entity Address, Address Line One	Post Office Box 20706
Entity Address, City or Town	Atlanta
Entity Address, State or Province	GA
Entity Address, Postal Zip Code	30320-6001
City Area Code	404
Local Phone Number	715-2600
Title of 12(b) Security	Common Stock, par value $0.0001 per share
Trading Symbol	DAL
Security Exchange Name	NYSE
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Central Index Key	0000027904
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2023
Document Fiscal Period Focus	Q2
Amendment Flag	false
Entity Common Stock, Shares Outstanding	643,418,375

Consolidated Balance Sheets (Unaudited) - USD ($) $ in Millions	Jun. 30, 2023	Dec. 31, 2022
Current Assets:
Cash and cash equivalents	$ 2,668	$ 3,266
Short-term investments	3,368	3,268
Accounts receivable, net of allowance for uncollectible accounts of $23 and $23	3,122	3,176
Fuel, expendable parts and supplies inventories, net of allowance for obsolescence of $126 and $136	1,438	1,424
Prepaid expenses and other	2,484	1,877
Total current assets	13,080	13,011
Noncurrent Assets:
Property and equipment, net of accumulated depreciation and amortization of $20,655 and $20,370	34,092	33,109
Operating lease right-of-use assets	6,834	7,036
Goodwill	9,753	9,753
Identifiable intangibles, net of accumulated amortization of $906 and $902	5,988	5,992
Equity investments	2,389	2,128
Other noncurrent assets	1,361	1,259
Total noncurrent assets	60,417	59,277
Total assets	73,497	72,288
Current Liabilities:
Current maturities of debt and finance leases	2,065	2,359
Current maturities of operating leases	699	714
Accounts payable	5,114	5,106
Accrued salaries and related benefits	3,340	3,288
Fuel card obligation	1,100	1,100
Other accrued liabilities	1,918	1,779
Total current liabilities	28,482	25,940
Noncurrent Liabilities:
Debt and finance leases	18,140	20,671
Pension, postretirement and related benefits	3,669	3,707
Noncurrent operating leases	6,646	6,866
Other noncurrent liabilities	4,017	4,074
Total noncurrent liabilities	36,915	39,766
Commitments and Contingencies
Stockholders' Equity:
Common stock at $0.0001 par value; 1,500,000,000 shares authorized, 654,572,361 and 651,800,786 shares issued	0	0
Additional paid-in capital	11,578	11,526
Retained earnings	2,569	1,170
Accumulated other comprehensive loss	(5,709)	(5,801)
Treasury stock, at cost, 11,153,986 and 10,535,033 shares	(338)	(313)
Total stockholders' equity	8,100	6,582
Total liabilities and stockholders' equity	73,497	72,288
Air traffic
Current Liabilities:
Deferred revenue liability, current	10,422	8,160
Noncurrent Liabilities:
Loyalty program deferred revenue		100
Loyalty program
Current Liabilities:
Deferred revenue liability, current	3,824	3,434
Noncurrent Liabilities:
Loyalty program deferred revenue	$ 4,443	$ 4,448

Consolidated Balance Sheets (Unaudited) (Parenthetical) - USD ($) $ in Millions	Jun. 30, 2023	Dec. 31, 2022
Current Assets:
Allowance for uncollectible accounts	$ 23	$ 23
Allowance for obsolescence	126	136
Noncurrent Assets:
Accumulated depreciation and amortization	20,655	20,370
Accumulated amortization	$ 906	$ 902
Stockholders' Equity:
Common stock, par value (USD per share)	$ 0.0001	$ 0.0001
Common stock, authorized (shares)	1,500,000,000	1,500,000,000
Common stock, issued (shares)	654,572,361	651,800,786
Treasury stock, at cost (shares)	11,153,986	10,535,033

Condensed Consolidated Statements of Operations and Comprehensive Income/(Loss) (Unaudited) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Operating Revenue:
Total operating revenue	$ 15,578	$ 13,824	$ 28,337	$ 23,173
Operating Expense:
Salaries and related costs	3,692	2,955	7,078	5,782
Aircraft fuel and related taxes	2,516	3,223	5,192	5,315
Ancillary businesses and refinery	1,173	1,718	2,298	3,100
Contracted services	994	791	2,004	1,544
Landing fees and other rents	617	546	1,201	1,050
Aircraft maintenance materials and outside repairs	614	522	1,199	988
Passenger commissions and other selling expenses	651	526	1,152	838
Depreciation and amortization	573	510	1,137	1,016
Regional carrier expense	559	528	1,117	1,018
Pilot agreement and related expenses	0	0	864	0
Passenger service	442	369	859	644
Profit sharing	595	54	667	54
Aircraft rent	132	127	264	249
Other	529	436	1,090	840
Total operating expense	13,087	12,305	26,122	22,438
Operating Income	2,491	1,519	2,215	735
Non-Operating Expense:
Interest expense, net	(203)	(269)	(430)	(543)
Gain/(loss) on investments, net	128	(221)	251	(368)
Loss on extinguishment of debt	(29)	(41)	(50)	(66)
Pension and related (expense)/benefit	(61)	73	(122)	145
Miscellaneous, net	(9)	(28)	(52)	(70)
Total non-operating expense, net	(174)	(486)	(403)	(902)
Income/(Loss) Before Income Taxes	2,317	1,033	1,812	(167)
Income Tax Provision	(490)	(298)	(348)	(38)
Net Income/(Loss)	$ 1,827	$ 735	$ 1,464	$ (205)
Basic Earnings/(Loss) Per Share (USD per share)	$ 2.86	$ 1.15	$ 2.29	$ (0.32)
Diluted Earnings/(Loss) Per Share (USD per share)	$ 2.84	$ 1.15	$ 2.28	$ (0.32)
Comprehensive Income/(Loss)	$ 1,872	$ 798	$ 1,556	$ (83)
Passenger
Operating Revenue:
Total operating revenue	13,205	10,958	23,616	17,865
Cargo
Operating Revenue:
Total operating revenue	172	272	381	561
Other
Operating Revenue:
Total operating revenue	$ 2,201	$ 2,594	$ 4,340	$ 4,747

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Millions	6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022
Net Cash Provided by Operating Activities
Net Cash Provided by Operating Activities	$ 4,843	$ 4,306
Property and equipment additions:
Flight equipment, including advance payments	(1,704)	(1,879)
Ground property and equipment, including technology	(748)	(845)
Purchase of short-term investments	(2,011)	(474)
Redemption of short-term investments	1,961	2,289
Purchase of equity investments	0	(100)
Other, net	20	108
Net cash used in investing activities	(2,482)	(901)
Cash Flows from Financing Activities:
Payments on debt and finance lease obligations	(2,986)	(2,395)
Other, net	(24)	(27)
Net cash used in financing activities	(3,010)	(2,422)
Net (Decrease)/Increase in Cash, Cash Equivalents and Restricted Cash Equivalents	(649)	983
Cash, cash equivalents and restricted cash equivalents at beginning of period	3,473	8,569
Cash, cash equivalents and restricted cash equivalents at end of period	2,824	9,552
Non-Cash Transactions:
Right-of-use assets acquired under operating leases	144	324
Flight and ground equipment acquired under finance leases	36	81
Operating leases converted to finance leases	43	140
Equity investments and other financings	0	330
Current Assets:
Cash and cash equivalents	2,668	9,221
Restricted cash included in prepaid expenses and other	156	154
Noncurrent Assets:
Restricted cash included in other noncurrent assets	0	177
Total cash, cash equivalents and restricted cash equivalents	$ 2,824	$ 9,552

Consolidated Statements of Stockholders' Equity (Unaudited) - USD ($)
$ in Millions

Total

Common Stock

Additional Paid-In Capital

Retained Earnings

Accumulated Other Comprehensive Loss

Treasury Stock

Beginning balance (shares) at Dec. 31, 2021

650,000,000

Beginning balance at Dec. 31, 2021

$ 3,887

$ 0

$ 11,447

$ (148)

$ (7,130)

$ (282)

Beginning balance, Treasury Stock (shares) at Dec. 31, 2021

10,000,000

Increase (Decrease) in Stockholders' Equity [Roll Forward]

Net income (loss)

(940)

(940)

Other comprehensive income

59

59

Common stock issued for employee equity awards (shares)

^[1]

2,000,000

1,000,000

Common stock issued for employee equity awards

^[1]

(15)

15

$ (30)

Ending balance (shares) at Mar. 31, 2022

652,000,000

Ending balance at Mar. 31, 2022

2,991

$ 0

11,462

(1,088)

(7,071)

$ (312)

Ending balance, Treasury Stock (shares) at Mar. 31, 2022

11,000,000

Beginning balance (shares) at Dec. 31, 2021

650,000,000

Beginning balance at Dec. 31, 2021

3,887

$ 0

11,447

(148)

(7,130)

$ (282)

Beginning balance, Treasury Stock (shares) at Dec. 31, 2021

10,000,000

Increase (Decrease) in Stockholders' Equity [Roll Forward]

Net income (loss)

(205)

Ending balance (shares) at Jun. 30, 2022

652,000,000

Ending balance at Jun. 30, 2022

3,811

$ 0

11,485

(353)

(7,008)

$ (313)

Ending balance, Treasury Stock (shares) at Jun. 30, 2022

11,000,000

Beginning balance (shares) at Mar. 31, 2022

652,000,000

Beginning balance at Mar. 31, 2022

2,991

$ 0

11,462

(1,088)

(7,071)

$ (312)

Beginning balance, Treasury Stock (shares) at Mar. 31, 2022

11,000,000

Increase (Decrease) in Stockholders' Equity [Roll Forward]

Net income (loss)

735

735

Other comprehensive income

63

63

Common stock issued for employee equity awards

^[1]

22

23

$ (1)

Ending balance (shares) at Jun. 30, 2022

652,000,000

Ending balance at Jun. 30, 2022

3,811

$ 0

11,485

(353)

(7,008)

$ (313)

Ending balance, Treasury Stock (shares) at Jun. 30, 2022

11,000,000

Beginning balance (shares) at Dec. 31, 2022

652,000,000

Beginning balance at Dec. 31, 2022

$ 6,582

$ 0

11,526

1,170

(5,801)

$ (313)

Beginning balance, Treasury Stock (shares) at Dec. 31, 2022

10,535,033

11,000,000

Increase (Decrease) in Stockholders' Equity [Roll Forward]

Net income (loss)

$ (363)

(363)

Other comprehensive income

47

47

Common stock issued for employee equity awards (shares)

^[2]

2,000,000

Common stock issued for employee equity awards

^[2]

(6)

18

$ (24)

Ending balance (shares) at Mar. 31, 2023

654,000,000

Ending balance at Mar. 31, 2023

6,260

$ 0

11,544

807

(5,754)

$ (337)

Ending balance, Treasury Stock (shares) at Mar. 31, 2023

11,000,000

Beginning balance (shares) at Dec. 31, 2022

652,000,000

Beginning balance at Dec. 31, 2022

$ 6,582

$ 0

11,526

1,170

(5,801)

$ (313)

Beginning balance, Treasury Stock (shares) at Dec. 31, 2022

10,535,033

11,000,000

Increase (Decrease) in Stockholders' Equity [Roll Forward]

Net income (loss)

$ 1,464

Ending balance (shares) at Jun. 30, 2023

655,000,000

Ending balance at Jun. 30, 2023

$ 8,100

$ 0

11,578

2,569

(5,709)

$ (338)

Ending balance, Treasury Stock (shares) at Jun. 30, 2023

11,153,986

11,000,000

Beginning balance (shares) at Mar. 31, 2023

654,000,000

Beginning balance at Mar. 31, 2023

$ 6,260

$ 0

11,544

807

(5,754)

$ (337)

Beginning balance, Treasury Stock (shares) at Mar. 31, 2023

11,000,000

Increase (Decrease) in Stockholders' Equity [Roll Forward]

Net income (loss)

1,827

1,827

Dividends declared

(65)

(65)

Other comprehensive income

45

45

Common stock issued for employee equity awards (shares)

1,000,000

Common stock issued for employee equity awards

^[2]

33

34

$ (1)

Ending balance (shares) at Jun. 30, 2023

655,000,000

Ending balance at Jun. 30, 2023

$ 8,100

$ 0

$ 11,578

$ 2,569

$ (5,709)

$ (338)

Ending balance, Treasury Stock (shares) at Jun. 30, 2023

11,153,986

11,000,000

[1]	Treasury shares were withheld for payment of taxes, at a weighted average price per share of $41.00 and $38.11 in the March 2022 quarter and June 2022 quarter, respectively.
[2]	Treasury shares were withheld for payment of taxes, at a weighted average price per share of $39.73 and $36.76 in the March 2023 quarter and June 2023 quarter, respectively.

Consolidated Statements of Stockholders' Equity (Unaudited) (Parenthetical) - $ / shares	3 Months Ended
	Jun. 30, 2023	Mar. 31, 2023	Jun. 30, 2022	Mar. 31, 2022
Statement of Stockholders' Equity [Abstract]
Treasury shares withheld for payment of taxes, weighted average price per share (USD per share)	$ 36.76	$ 39.73	$ 38.11	$ 41.00

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	6 Months Ended
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	Jun. 30, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The accompanying unaudited Condensed Consolidated Financial Statements include the accounts of Delta Air Lines, Inc. and our consolidated subsidiaries, and have been prepared in accordance with accounting principles generally accepted in the United States ("GAAP") for interim financial information. Consistent with these requirements, this Form 10-Q does not include all the information required by GAAP for complete financial statements. As a result, this Form 10-Q should be read in conjunction with the Consolidated Financial Statements and accompanying Notes in our Form 10-K for the year ended December 31, 2022. Management believes the accompanying unaudited Condensed Consolidated Financial Statements reflect all adjustments, including normal recurring items, considered necessary for a fair statement of results for the interim periods presented. Due to seasonal variations in the demand for air travel, the volatility of aircraft fuel prices and other factors, operating results for the three and six months ended June 30, 2023 are not necessarily indicative of operating results for the entire year. We reclassified certain prior period amounts to conform to the current period presentation. Unless otherwise noted, all amounts disclosed are stated before consideration of income taxes.

REVENUE RECOGNITION

6 Months Ended

Jun. 30, 2023

Revenue from Contract with Customer [Abstract]

REVENUE RECOGNITION

REVENUE RECOGNITION

Passenger Revenue



			Three Months Ended June 30,									Six Months Ended June 30,
(in millions)			2023			2022						2023			2022
Ticket			$	11,829		$	9,773					$	21,068		$	15,759
Loyalty travel awards			902			744						1,645			1,287
Travel-related services			474			441						903			819
Passenger revenue			$	13,205		$	10,958					$	23,616		$	17,865

Ticket

We recognized approximately $5.7 billion and $3.3 billion in passenger revenue during the six months ended June 30, 2023 and 2022, respectively, that had been recorded in our air traffic liability balance at the beginning of those periods.

As of June 30, 2023, all of our air traffic liability was recorded as a current liability. As of December 31, 2022, our air traffic liability was $8.3 billion, of which $100 million was included in other noncurrent liabilities on our Consolidated Balance Sheet ("balance sheet").

Loyalty Travel Awards

Our SkyMiles loyalty program allows customers to earn mileage credits ("miles") by flying on Delta, Delta Connection and other airlines that participate in the loyalty program. Loyalty travel awards revenue is related to the redemption of miles for air travel. Customers can also earn miles through participating companies, such as credit card companies, hotels, car rental agencies and ridesharing companies, who purchase miles from us. Our most significant contract to sell miles relates to our co-brand credit card relationship with American Express. During the six months ended June 30, 2023 and 2022, total cash sales from marketing agreements related to our loyalty program were $3.4 billion and $2.6 billion, respectively, which are allocated to travel and other performance obligations.

Current Activity of the Loyalty Program. Miles are combined in one homogeneous pool and are not separately identifiable. Therefore, revenue is comprised of miles that were part of the loyalty program deferred revenue balance at the beginning of the period as well as miles that were issued during the period. The timing of mile redemptions can vary widely; however, the majority of miles have historically been redeemed within two years of being earned.

The table below presents the activity of the current and noncurrent loyalty program deferred revenue and includes miles earned through travel and miles sold to participating companies, which are primarily through marketing agreements.


Loyalty program activity
(in millions)						2023			2022
Balance at January 1						$	7,882		$	7,559
Miles earned						2,110			1,558
Miles redeemed for air travel						(1,645)			(1,287)
Miles redeemed for non-air travel and other						(80)			(73)
Balance at June 30						$	8,267		$	7,757

Travel-Related Services

Travel-related services are primarily composed of services performed in conjunction with a passenger’s flight and include baggage fees, administrative fees, and on-board sales.

Other Revenue



			Three Months Ended June 30,									Six Months Ended June 30,
(in millions)			2023			2022						2023			2022
Refinery			$	965		$	1,514					$	1,882		$	2,700
Loyalty program			774			650						1,500			1,221
Ancillary businesses			214			206						445			416
Miscellaneous			248			224						513			410
Other revenue			$	2,201		$	2,594					$	4,340		$	4,747

Refinery. This represents refinery sales to third parties. See Note 9, "Segments," for more information on revenue recognition within our refinery segment.

Loyalty Program. Loyalty program revenue relates to brand usage by third parties and other performance obligations embedded in miles sold, including redemption of miles for non-air travel and other awards. These revenues are mainly derived from the total cash sales from marketing agreements, discussed above.

Ancillary Businesses. Ancillary businesses revenue represents revenues from aircraft maintenance services we provide to third parties and our vacation wholesale operations.

Miscellaneous. Miscellaneous is primarily composed of revenues related to Delta Sky Club lounge access, including access provided to certain American Express cardholders, and codeshare agreements.

Revenue by Geographic Region

Operating revenue for the airline segment is recognized in a specific geographic region based on the origin, flight path and destination of each flight segment. A significant portion of the refinery segment's revenues typically consists of fuel sales to support the airline, which is eliminated in the Condensed Consolidated Financial Statements. The remaining operating revenue for the refinery segment is included in the domestic region. Our passenger and operating revenue by geographic region is summarized in the following tables:


Passenger revenue by geographic region
			Passenger Revenue
			Three Months Ended June 30,									Six Months Ended June 30,
(in millions)			2023			2022						2023			2022
Domestic			$	8,944		$	8,318					$	16,538		$	13,881
Atlantic			2,803			1,701						4,047			2,240
Latin America			926			745						2,058			1,425
Pacific			532			194						973			319
Total			$	13,205		$	10,958					$	23,616		$	17,865


Operating revenue by geographic region
			Operating Revenue
			Three Months Ended June 30,									Six Months Ended June 30,
(in millions)			2023			2022						2023			2022
Domestic			$	10,749		$	10,655					$	20,145		$	18,204
Atlantic			3,178			2,057						4,726			2,833
Latin America			1,037			854						2,317			1,665
Pacific			614			258						1,149			471
Total			$	15,578		$	13,824					$	28,337		$	23,173

FAIR VALUE MEASUREMENTS

6 Months Ended

Jun. 30, 2023

Fair Value Disclosures [Abstract]

FAIR VALUE MEASUREMENTS

FAIR VALUE MEASUREMENTSAssets/(Liabilities) Measured at Fair Value on a Recurring Basis


(in millions)			June 30, 2023			Level 1			Level 2			Level 3
Cash equivalents			$	1,339		$	1,339		$	—		$	—
Restricted cash equivalents			156			156			—			—
Short-term investments
U.S. Government securities			1,498			205			1,293			—
Corporate obligations			1,643			—			1,643			—
Asset-backed securities			120			—			120			—
Other fixed income securities			107			—			107			—
Long-term investments			1,701			1,536			39			126
Fuel hedge contracts			(9)			—			(9)			—


(in millions)			December 31, 2022			Level 1			Level 2			Level 3
Cash equivalents			$	2,021		$	2,021		$	—		$	—
Restricted cash equivalents			206			206			—			—
Short-term investments
U.S. Government securities			1,587			122			1,465			—
Corporate obligations			1,614			—			1,614			—
Other fixed income securities			67			—			67			—
Long-term investments			1,450			1,305			38			107
Fuel hedge contracts			(47)			—			(47)			—

Cash Equivalents and Restricted Cash Equivalents. Cash equivalents generally consist of money market funds. Restricted cash equivalents generally consist of money market funds, time deposits, commercial paper and negotiable certificates of deposit, which primarily relate to certain self-insurance obligations and airport commitments. Restricted cash equivalents are recorded in prepaid expenses and other on our balance sheet. The fair value of these cash equivalents is based on a market approach using prices generated by market transactions involving identical or comparable assets.

Short-Term Investments. The fair values of our short-term investments are based on a market approach using industry standard valuation techniques that incorporate observable inputs such as quoted market prices, interest rates, benchmark curves, credit ratings of the security and other observable information.

As of June 30, 2023, the estimated fair value of our short-term investments was $3.4 billion. Of these investments, $3.1 billion are expected to mature in one year or less, with the remainder maturing by the first quarter of 2025. Investments with maturities beyond one year when purchased are classified as short-term investments if they are expected to be available to support our short-term liquidity needs.

Long-Term Investments. Our long-term investments measured at fair value primarily consist of equity investments, which are valued based on market prices or other observable transactions and inputs, and are recorded in equity investments on our balance sheet. Our equity investments in private companies are classified as Level 3 in the fair value hierarchy as their equity is not traded on a public exchange and our valuations incorporate certain unobservable inputs, including non-public equity issuances. Fair value measurement using unobservable inputs is inherently uncertain, and a change in significant inputs could result in different fair values. See Note 4, "Investments," for further information on our equity investments.

Fuel Hedge Contracts. Our derivative contracts to hedge the financial risk from changing fuel prices are primarily related to inventory at our wholly-owned subsidiary, Monroe Energy, LLC ("Monroe"). Our fuel hedge portfolio may consist of a combination of options, swaps or futures contracts, most of which have a duration of less than three months. Option and swap contracts are valued under income approaches using option pricing models and discounted cash flow models, respectively, based on data either readily observable in public markets, derived from public markets or provided by counterparties who regularly trade in public markets. Futures contracts and options on futures contracts are traded on a public exchange and valued based on quoted market prices. We recognized gains of $12 million and $43 million on our fuel hedge contracts in aircraft fuel and related taxes on our Condensed Consolidated Statements of Operations and Comprehensive Income/(Loss) ("income statement") for the three and six months ended June 30, 2023, respectively, compared to losses of $239 million and $478 million for the three and six months ended June 30, 2022, respectively. The gains recognized during the first six months of 2023 were composed of $39 million of mark-to-market gains and $4 million of settlement gains on contracts. Gains and losses on settled contracts are reflected within Monroe's operating results. See Note 9, "Segments," for further information on our Monroe refinery segment.

INVESTMENTS

6 Months Ended

Jun. 30, 2023

Investments, Debt and Equity Securities [Abstract]

INVESTMENTS

We have developed strategic relationships with a number of airlines and airline services companies through joint ventures and other forms of cooperation and support, including equity investments. Our equity investments reinforce our commitment to these relationships and generally enhance our ability to offer input to the investee on strategic issues and direction, in some cases through representation on the board of directors.

Fair Value Investments. Changes in the valuation of investments accounted for at fair value are recorded in gain/(loss) on investments, net in our income statement within non-operating expense and are driven by changes in stock prices, foreign currency fluctuations and other valuation techniques for investments in companies without publicly-traded shares.

Equity Method Investments. We record our share of our equity method investees' financial results in our income statement as described in the table below.


Equity investments ownership interest and carrying value
			Accounting Treatment						Ownership Interest									Carrying Value
(in millions)									June 30, 2023			December 31, 2022						June 30, 2023			December 31, 2022
Air France-KLM			Fair Value						3		%	3		%				$	138		$	97
China Eastern			Fair Value						2		%	2		%				158			189
CLEAR			Fair Value						5		%	5		%				192			227
Grupo Aeroméxico			Equity Method(1)						20		%	20		%				417			412
Hanjin KAL			Fair Value(2)						15		%	15		%				354			296
LATAM			Fair Value						10		%	10		%				574			403
Unifi Aviation			Equity Method(3)						49		%	49		%				168			165
Wheels Up			Fair Value(4)						21		%	21		%				6			54
Other investments			Various															382			285
Equity investments																		$	2,389		$	2,128

(1)Results are included in miscellaneous, net in our income statement under non-operating expense.

(2)At June 30, 2023, we held 14.8% of the outstanding shares (including common and preferred), and 14.9% of the common shares, of Hanjin KAL.

(3)Results are included in contracted services in our income statement as this entity is integral to the operations of our business by providing services at many of our airport locations.

(4)We elected to account for our investment under the fair value option.

DEBT

6 Months Ended

Jun. 30, 2023

Debt Disclosure [Abstract]

DEBT


Summary of outstanding debt by category
			Maturity									Interest Rate(s) Per Annum at									June 30,			December 31,
(in millions)			Dates									June 30, 2023									2023			2022
Unsecured Payroll Support Program Loans			2030			to			2031			1.00%									$	3,496		$	3,496
Unsecured notes			2024			to			2029			2.90%			to			7.38%			2,590			2,997
Financing arrangements secured by SkyMiles assets:
SkyMiles Notes(1)			2023			to			2028			4.50%			and			4.75%			4,792			5,144
SkyMiles Term Loan(1)(2)			2023			to			2027			8.80%									2,092			2,820
NYTDC Special Facilities Revenue Bonds(1)			2024			to			2045			4.00%			to			5.00%			2,778			2,838
Financing arrangements secured by aircraft:
Certificates(1)			2023			to			2028			2.00%			to			8.00%			1,699			1,802
Notes(1)(2)			2023			to			2033			6.61%			to			7.62%			181			813
Financing arrangements secured by slots, gates and/or routes:
2020 Senior Secured Notes			2025									7.00%									1,040			1,542
2018 Revolving Credit Facility(2)			2024			to			2025			Undrawn									—			—
Other financings(1)(2)			2023			to			2030			2.51%			to			5.00%			67			67
Other revolving credit facilities(2)			2023			to			2024			Undrawn									—			—
Total secured and unsecured debt																					$	18,735		$	21,519
Unamortized (discount)/premium and debt issue cost, net and other																					(99)			(138)
Total debt																					$	18,636		$	21,381
Less: current maturities																					(1,766)			(2,055)
Total long-term debt																					$	16,870		$	19,326

(1)Due in installments during the years shown above.

(2)Certain financings are comprised of variable rate debt. All variable rates are equal to Secured Overnight Financing Rate ("SOFR") (generally subject to a floor) or another index rate, plus a specified margin.

Availability Under Revolving Credit Facilities

As of June 30, 2023, we had approximately $2.8 billion undrawn and available under our revolving credit facilities. In addition, we had approximately $400 million outstanding letters of credit as of June 30, 2023 that did not affect the availability of our revolving credit facilities.

Early Settlement of Outstanding Notes

During the six months ended June 30, 2023, we repurchased a principal amount of $1.1 billion of various secured and unsecured notes and a portion of the SkyMiles Term Loan on the open market and made early principal repayments of $585 million on various notes secured by aircraft. These payments resulted in a $50 million loss on extinguishment of debt recorded in non-operating expense in our income statement.

Fair Value of Debt

Market risk associated with our fixed- and variable-rate debt relates to the potential reduction in fair value and negative impact to future earnings, respectively, from an increase in interest rates. The fair value of debt shown below is principally based on reported market values, recently completed market transactions and estimates based on interest rates, maturities, credit risk and underlying collateral. Debt is primarily classified as Level 2 within the fair value hierarchy.


Fair value of outstanding debt
(in millions)			June 30, 2023			December 31, 2022
Net carrying amount			$	18,636		$	21,381
Fair value			$	18,300		$	20,700

Covenants

Our debt agreements contain various affirmative, negative and financial covenants. We were in compliance with the covenants in our debt agreements at June 30, 2023.

EMPLOYEE BENEFIT PLANS

6 Months Ended

Jun. 30, 2023

Retirement Benefits [Abstract]

EMPLOYEE BENEFIT PLANS

EMPLOYEE BENEFIT PLANS


Employee benefit plans net periodic cost (benefit)
			Pension Benefits									Other Postretirement and Postemployment Benefits
(in millions)			2023			2022						2023			2022
Three Months Ended June 30,
Service cost			$	—		$	—					$	18		$	18
Interest cost			213			153						50			32
Expected return on plan assets			(264)			(330)						—			(4)
Amortization of prior service credit			—			—						(1)			(1)
Recognized net actuarial loss			60			64						3			13

Net periodic cost (benefit)			$	9		$	(113)					$	70		$	58

Six Months Ended June 30,
Service cost			$	—		$	—					$	36		$	35
Interest cost			426			306						100			64
Expected return on plan assets			(528)			(660)						—			(8)
Amortization of prior service credit			—			—						(3)			(3)
Recognized net actuarial loss			119			127						6			28

Net periodic cost (benefit)			$	17		$	(227)					$	139		$	116

Service cost is recorded in salaries and related costs in our income statement, while all other components are recorded within pension and related (expense)/benefit under non-operating expense.

COMMITMENTS AND CONTINGENCIES

6 Months Ended

Jun. 30, 2023

Commitments and Contingencies Disclosure [Abstract]

COMMITMENTS AND CONTINGENCIES

COMMITMENTS AND CONTINGENCIES

Aircraft Purchase Commitments

Our future aircraft purchase commitments totaled approximately $18.5 billion at June 30, 2023.


Aircraft purchase commitments(1)
(in millions)			Total
Six months ending December 31, 2023			$	1,560
2024			3,590
2025			5,340
2026			3,840
2027			2,720
Thereafter			1,420
Total			$	18,470

(1)The timing of these commitments is based on our contractual agreements with the aircraft manufacturers and may be subject to change based on modifications to those agreements or changes in delivery schedules.

Our future aircraft purchase commitments included the following aircraft at June 30, 2023:


Aircraft purchase commitments by fleet type
Aircraft Type			Purchase Commitments
A220-300			70
A321-200neo			120
A330-900neo			17
A350-900			16
B-737-10			100
Total			323

Aircraft Orders

During the June 2023 quarter, we agreed to acquire one A330-900 with delivery expected to occur in 2025. We also exercised purchase rights for 12 A220-300 with delivery expected to start in 2027.

Legal Contingencies

We are involved in various legal proceedings related to employment practices, environmental issues, commercial disputes, antitrust and other regulatory matters concerning our business. We record liabilities for losses from legal proceedings when we determine that it is probable that the outcome in a legal proceeding will be unfavorable and the amount of loss can be reasonably estimated. Although the outcome of the legal proceedings in which we are involved cannot be predicted with certainty, we believe that the resolution of current matters will not have a material adverse effect on our Condensed Consolidated Financial Statements.

Employees Under Collective Bargaining Agreements

In the March 2023 quarter, Delta pilots ratified a new four-year Pilot Working Agreement effective January 1, 2023. The agreement includes numerous work rule changes and pay rate increases during the four-year term, including an initial pay rate increase of 18%. The agreement also includes a provision for a one-time payment made upon ratification in the March 2023 quarter of $735 million. Additionally, we recorded adjustments to other benefit-related items of approximately $130 million. These items are recorded within pilot agreement and related expenses in our income statement.

ACCUMULATED OTHER COMPREHENSIVE LOSS

6 Months Ended

Jun. 30, 2023

Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract]

ACCUMULATED OTHER COMPREHENSIVE LOSS

ACCUMULATED OTHER COMPREHENSIVE LOSS


Components of accumulated other comprehensive loss
(in millions)			Pension and Other Benefit Liabilities			Other			Tax Effect			Total
Balance at January 1, 2023			$	(6,624)		$	41		$	782		$	(5,801)
Changes in value			—			(3)			1			(2)
Reclassifications into earnings(1)			122			—			(28)			94
Balance at June 30, 2023			$	(6,502)		$	38		$	755		$	(5,709)


Balance at January 1, 2022			$	(8,355)		$	41		$	1,184		$	(7,130)

Reclassifications into earnings(1)			159			—			(37)			122
Balance at June 30, 2022			$	(8,196)		$	41		$	1,147		$	(7,008)

(1)Amounts reclassified from accumulated other comprehensive loss for pension and other benefit liabilities are recorded in pension and related (expense)/benefit in non-operating expense in our income statement.

SEGMENTS

6 Months Ended

Jun. 30, 2023

Segment Reporting [Abstract]

SEGMENTS

Refinery Operations

Our refinery segment operates for the benefit of the airline segment by providing jet fuel to the airline segment from its own production and from jet fuel obtained through agreements with third parties. The refinery's production consists of jet fuel, as well as non-jet fuel products. We use several counterparties to exchange the non-jet fuel products produced by the refinery for jet fuel consumed in our airline operations. The gross fair value of the products exchanged under these agreements during the three and six months ended June 30, 2023 was $618 million and $1.3 billion, respectively, compared to $1.0 billion and $1.8 billion for the three and six months ended June 30, 2022, respectively.

Segment Reporting

Segment results are prepared based on our internal accounting methods described below, with reconciliations to consolidated amounts in accordance with GAAP. Our segments are not designed to measure operating income or loss directly related to the products and services included in each segment on a stand-alone basis.


Financial information by segment
(in millions)			Airline			Refinery						Intersegment Sales/Other						Consolidated
Three Months Ended June 30, 2023
Operating revenue:			$	14,613		$	2,037											$	15,578
Sales to airline segment												$	(365)		(1)
Exchanged products												(618)			(2)
Sales of refined products												(89)
Depreciation and amortization			573			23						(23)			(3)			573
Operating income			2,447			44			(3)			—						2,491
Interest expense, net			203			3						(3)						203

Total assets, end of period			70,265			3,309						(77)						73,497

Capital expenditures			1,422			30						—						1,452

Three Months Ended June 30, 2022
Operating revenue:			$	12,310		$	3,353											$	13,824
Sales to airline segment												$	(761)		(1)
Exchanged products												(982)			(2)
Sales of refined products												(96)
Depreciation and amortization			510			23						(23)			(3)			510
Operating income			1,250			269			(3)			—						1,519
Interest expense, net			269			2						(2)						269

Total assets, end of period			71,766			3,065						(26)						74,805
Net fair value obligations, end of period			—			(556)						—						(556)
Capital expenditures			928			30						—						958

(1)Represents transfers, valued on a market price basis, from the refinery to the airline segment for use in airline operations. We determine market price for jet fuel from the refinery by reference to the market index for the primary delivery location, which is New York Harbor.

(2)Represents value of products delivered under our exchange agreements, as discussed above, determined on a market price basis.

(3)Refinery segment operating results, including depreciation and amortization, are included within aircraft fuel and related taxes in our income statement.


Financial information by segment
(in millions)			Airline			Refinery						Intersegment Sales/Other						Consolidated
Six Months Ended June 30, 2023
Operating revenue:			$	26,455		$	4,388											$	28,337
Sales to airline segment												$	(961)		(1)
Exchanged products												(1,330)			(2)
Sales of refined products												(215)
Depreciation and amortization			1,137			46						(46)			(3)			1,137
Operating income			1,949			266			(3)			—						2,215
Interest expense, net			430			8						(8)						430
Capital expenditures			2,393			59						—						2,452

Six Months Ended June 30, 2022
Operating revenue:			$	20,473		$	5,666											$	23,173
Sales to airline segment												$	(1,053)		(1)
Exchanged products												(1,791)			(2)
Sales of refined products												(122)
Depreciation and amortization			1,016			47						(47)			(3)			1,016
Operating income			412			323			(3)			—						735
Interest expense, net			543			4						(4)						543
Capital expenditures			2,676			48						—						2,724

(1)Represents transfers, valued on a market price basis, from the refinery to the airline segment for use in airline operations. We determine market price for jet fuel from the refinery by reference to the market index for the primary delivery location, which is New York Harbor.

(2)Represents value of products delivered under our exchange agreements, as discussed above, determined on a market price basis.

(3)Refinery segment operating results, including depreciation and amortization, are included within aircraft fuel and related taxes in our income statement.

Fair Value Obligations

The net fair value obligations presented in the table above are related to renewable fuel compliance costs and presented net of any related assets or fixed price purchase agreements. Their value is based on quoted market prices and other observable information and are therefore classified as Level 2 in the fair value hierarchy. As of June 30, 2023 we had no net fair value obligation outstanding. Our obligation is calculated using the U.S. Environmental Protection Agency's ("EPA") Renewable Fuel Standard ("RFS") volume requirements, which were finalized in 2022 for the 2021 and 2022 obligations, and proposed in 2022 for 2023 obligations. In the March 2023 quarter, we settled a portion of our 2021 Renewable Identification Numbers ("RINs") obligation with the EPA. We expect to settle the remaining 2021 and our entire 2022 RINs obligation by the 2022 compliance deadline in the December 2023 quarter.

EARNINGS/(LOSS) PER SHARE

6 Months Ended

Jun. 30, 2023

Earnings Per Share [Abstract]

EARNINGS/(LOSS) PER SHARE

EARNINGS/(LOSS) PER SHARE

We calculate basic earnings/(loss) per share and diluted loss per share by dividing net income/(loss) by the weighted average number of common shares outstanding, excluding restricted shares. We calculate diluted earnings per share by dividing net income by the weighted average number of common shares outstanding plus the dilutive effect of outstanding share-based instruments, including stock options, restricted stock awards and warrants. Antidilutive common stock equivalents excluded from the diluted earnings per share calculation are not material. The following table shows the computation of basic and diluted earnings/(loss) per share:


Basic and diluted earnings/(loss) per share
			Three Months Ended June 30,									Six Months Ended June 30,
(in millions, except per share data)			2023			2022						2023			2022
Net income/(loss)			$	1,827		$	735					$	1,464		$	(205)

Basic weighted average shares outstanding			639			638						639			638
Dilutive effect of share-based instruments			3			3						3			—
Diluted weighted average shares outstanding			642			641						642			638

Basic earnings/(loss) per share			$	2.86		$	1.15					$	2.29		$	(0.32)
Diluted earnings/(loss) per share			$	2.84		$	1.15					$	2.28		$	(0.32)

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	6 Months Ended
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	Jun. 30, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Basis of Presentation	Basis of Presentation The accompanying unaudited Condensed Consolidated Financial Statements include the accounts of Delta Air Lines, Inc. and our consolidated subsidiaries, and have been prepared in accordance with accounting principles generally accepted in the United States ("GAAP") for interim financial information. Consistent with these requirements, this Form 10-Q does not include all the information required by GAAP for complete financial statements. As a result, this Form 10-Q should be read in conjunction with the Consolidated Financial Statements and accompanying Notes in our Form 10-K for the year ended December 31, 2022. Management believes the accompanying unaudited Condensed Consolidated Financial Statements reflect all adjustments, including normal recurring items, considered necessary for a fair statement of results for the interim periods presented. Due to seasonal variations in the demand for air travel, the volatility of aircraft fuel prices and other factors, operating results for the three and six months ended June 30, 2023 are not necessarily indicative of operating results for the entire year. We reclassified certain prior period amounts to conform to the current period presentation. Unless otherwise noted, all amounts disclosed are stated before consideration of income taxes.
Cash Equivalents and Restricted Cash Equivalents	Cash Equivalents and Restricted Cash Equivalents. Cash equivalents generally consist of money market funds. Restricted cash equivalents generally consist of money market funds, time deposits, commercial paper and negotiable certificates of deposit, which primarily relate to certain self-insurance obligations and airport commitments. Restricted cash equivalents are recorded in prepaid expenses and other on our balance sheet. The fair value of these cash equivalents is based on a market approach using prices generated by market transactions involving identical or comparable assets.
Short-Term and Long-Term Investments	Short-Term Investments. The fair values of our short-term investments are based on a market approach using industry standard valuation techniques that incorporate observable inputs such as quoted market prices, interest rates, benchmark curves, credit ratings of the security and other observable information.Long-Term Investments. Our long-term investments measured at fair value primarily consist of equity investments, which are valued based on market prices or other observable transactions and inputs, and are recorded in equity investments on our balance sheet. Our equity investments in private companies are classified as Level 3 in the fair value hierarchy as their equity is not traded on a public exchange and our valuations incorporate certain unobservable inputs, including non-public equity issuances. Fair value measurement using unobservable inputs is inherently uncertain, and a change in significant inputs could result in different fair values. See Note 4, "Investments," for further information on our equity investments.
Fuel Hedge Contracts	Fuel Hedge Contracts. Our derivative contracts to hedge the financial risk from changing fuel prices are primarily related to inventory at our wholly-owned subsidiary, Monroe Energy, LLC ("Monroe"). Our fuel hedge portfolio may consist of a combination of options, swaps or futures contracts, most of which have a duration of less than three months. Option and swap contracts are valued under income approaches using option pricing models and discounted cash flow models, respectively, based on data either readily observable in public markets, derived from public markets or provided by counterparties who regularly trade in public markets. Futures contracts and options on futures contracts are traded on a public exchange and valued based on quoted market prices.
Fair Value Investments	Fair Value Investments. Changes in the valuation of investments accounted for at fair value are recorded in gain/(loss) on investments, net in our income statement within non-operating expense and are driven by changes in stock prices, foreign currency fluctuations and other valuation techniques for investments in companies without publicly-traded shares.
Equity Method Investments	Equity Method Investments. We record our share of our equity method investees' financial results in our income statement

REVENUE RECOGNITION (Tables)

6 Months Ended

Jun. 30, 2023

Revenue from Contract with Customer [Abstract]

Schedule of disaggregation of revenue

Passenger Revenue



			Three Months Ended June 30,									Six Months Ended June 30,
(in millions)			2023			2022						2023			2022
Ticket			$	11,829		$	9,773					$	21,068		$	15,759
Loyalty travel awards			902			744						1,645			1,287
Travel-related services			474			441						903			819
Passenger revenue			$	13,205		$	10,958					$	23,616		$	17,865

Other Revenue



			Three Months Ended June 30,									Six Months Ended June 30,
(in millions)			2023			2022						2023			2022
Refinery			$	965		$	1,514					$	1,882		$	2,700
Loyalty program			774			650						1,500			1,221
Ancillary businesses			214			206						445			416
Miscellaneous			248			224						513			410
Other revenue			$	2,201		$	2,594					$	4,340		$	4,747

Schedule of activity in loyalty program deferred revenue

The table below presents the activity of the current and noncurrent loyalty program deferred revenue and includes miles earned through travel and miles sold to participating companies, which are primarily through marketing agreements.


Loyalty program activity
(in millions)						2023			2022
Balance at January 1						$	7,882		$	7,559
Miles earned						2,110			1,558
Miles redeemed for air travel						(1,645)			(1,287)
Miles redeemed for non-air travel and other						(80)			(73)
Balance at June 30						$	8,267		$	7,757

Schedule of revenue by geographic region

Our passenger and operating revenue by geographic region is summarized in the following tables:


Passenger revenue by geographic region
			Passenger Revenue
			Three Months Ended June 30,									Six Months Ended June 30,
(in millions)			2023			2022						2023			2022
Domestic			$	8,944		$	8,318					$	16,538		$	13,881
Atlantic			2,803			1,701						4,047			2,240
Latin America			926			745						2,058			1,425
Pacific			532			194						973			319
Total			$	13,205		$	10,958					$	23,616		$	17,865


Operating revenue by geographic region
			Operating Revenue
			Three Months Ended June 30,									Six Months Ended June 30,
(in millions)			2023			2022						2023			2022
Domestic			$	10,749		$	10,655					$	20,145		$	18,204
Atlantic			3,178			2,057						4,726			2,833
Latin America			1,037			854						2,317			1,665
Pacific			614			258						1,149			471
Total			$	15,578		$	13,824					$	28,337		$	23,173

FAIR VALUE MEASUREMENTS (Tables)

6 Months Ended

Jun. 30, 2023

Fair Value Disclosures [Abstract]

Schedule of assets (liabilities) measured at fair value on a recurring basis

Assets/(Liabilities) Measured at Fair Value on a Recurring Basis


(in millions)			June 30, 2023			Level 1			Level 2			Level 3
Cash equivalents			$	1,339		$	1,339		$	—		$	—
Restricted cash equivalents			156			156			—			—
Short-term investments
U.S. Government securities			1,498			205			1,293			—
Corporate obligations			1,643			—			1,643			—
Asset-backed securities			120			—			120			—
Other fixed income securities			107			—			107			—
Long-term investments			1,701			1,536			39			126
Fuel hedge contracts			(9)			—			(9)			—


(in millions)			December 31, 2022			Level 1			Level 2			Level 3
Cash equivalents			$	2,021		$	2,021		$	—		$	—
Restricted cash equivalents			206			206			—			—
Short-term investments
U.S. Government securities			1,587			122			1,465			—
Corporate obligations			1,614			—			1,614			—
Other fixed income securities			67			—			67			—
Long-term investments			1,450			1,305			38			107
Fuel hedge contracts			(47)			—			(47)			—

INVESTMENTS (Tables)

6 Months Ended

Jun. 30, 2023

Investments, Debt and Equity Securities [Abstract]

Summary of equity investments ownership and carrying value - fair value


Equity investments ownership interest and carrying value
			Accounting Treatment						Ownership Interest									Carrying Value
(in millions)									June 30, 2023			December 31, 2022						June 30, 2023			December 31, 2022
Air France-KLM			Fair Value						3		%	3		%				$	138		$	97
China Eastern			Fair Value						2		%	2		%				158			189
CLEAR			Fair Value						5		%	5		%				192			227
Grupo Aeroméxico			Equity Method(1)						20		%	20		%				417			412
Hanjin KAL			Fair Value(2)						15		%	15		%				354			296
LATAM			Fair Value						10		%	10		%				574			403
Unifi Aviation			Equity Method(3)						49		%	49		%				168			165
Wheels Up			Fair Value(4)						21		%	21		%				6			54
Other investments			Various															382			285
Equity investments																		$	2,389		$	2,128

(1)Results are included in miscellaneous, net in our income statement under non-operating expense.

(2)At June 30, 2023, we held 14.8% of the outstanding shares (including common and preferred), and 14.9% of the common shares, of Hanjin KAL.

(3)Results are included in contracted services in our income statement as this entity is integral to the operations of our business by providing services at many of our airport locations.

(4)We elected to account for our investment under the fair value option.

Summary of equity investments ownership and carrying value - equity method


Equity investments ownership interest and carrying value
			Accounting Treatment						Ownership Interest									Carrying Value
(in millions)									June 30, 2023			December 31, 2022						June 30, 2023			December 31, 2022
Air France-KLM			Fair Value						3		%	3		%				$	138		$	97
China Eastern			Fair Value						2		%	2		%				158			189
CLEAR			Fair Value						5		%	5		%				192			227
Grupo Aeroméxico			Equity Method(1)						20		%	20		%				417			412
Hanjin KAL			Fair Value(2)						15		%	15		%				354			296
LATAM			Fair Value						10		%	10		%				574			403
Unifi Aviation			Equity Method(3)						49		%	49		%				168			165
Wheels Up			Fair Value(4)						21		%	21		%				6			54
Other investments			Various															382			285
Equity investments																		$	2,389		$	2,128

(1)Results are included in miscellaneous, net in our income statement under non-operating expense.

(2)At June 30, 2023, we held 14.8% of the outstanding shares (including common and preferred), and 14.9% of the common shares, of Hanjin KAL.

(3)Results are included in contracted services in our income statement as this entity is integral to the operations of our business by providing services at many of our airport locations.

(4)We elected to account for our investment under the fair value option.

DEBT (Tables)

6 Months Ended

Jun. 30, 2023

Debt Disclosure [Abstract]

Schedule of debt


Summary of outstanding debt by category
			Maturity									Interest Rate(s) Per Annum at									June 30,			December 31,
(in millions)			Dates									June 30, 2023									2023			2022
Unsecured Payroll Support Program Loans			2030			to			2031			1.00%									$	3,496		$	3,496
Unsecured notes			2024			to			2029			2.90%			to			7.38%			2,590			2,997
Financing arrangements secured by SkyMiles assets:
SkyMiles Notes(1)			2023			to			2028			4.50%			and			4.75%			4,792			5,144
SkyMiles Term Loan(1)(2)			2023			to			2027			8.80%									2,092			2,820
NYTDC Special Facilities Revenue Bonds(1)			2024			to			2045			4.00%			to			5.00%			2,778			2,838
Financing arrangements secured by aircraft:
Certificates(1)			2023			to			2028			2.00%			to			8.00%			1,699			1,802
Notes(1)(2)			2023			to			2033			6.61%			to			7.62%			181			813
Financing arrangements secured by slots, gates and/or routes:
2020 Senior Secured Notes			2025									7.00%									1,040			1,542
2018 Revolving Credit Facility(2)			2024			to			2025			Undrawn									—			—
Other financings(1)(2)			2023			to			2030			2.51%			to			5.00%			67			67
Other revolving credit facilities(2)			2023			to			2024			Undrawn									—			—
Total secured and unsecured debt																					$	18,735		$	21,519
Unamortized (discount)/premium and debt issue cost, net and other																					(99)			(138)
Total debt																					$	18,636		$	21,381
Less: current maturities																					(1,766)			(2,055)
Total long-term debt																					$	16,870		$	19,326

(1)Due in installments during the years shown above.

(2)Certain financings are comprised of variable rate debt. All variable rates are equal to Secured Overnight Financing Rate ("SOFR") (generally subject to a floor) or another index rate, plus a specified margin.

Schedule of estimated fair value of debt instruments

The fair value of debt shown below is principally based on reported market values, recently completed market transactions and estimates based on interest rates, maturities, credit risk and underlying collateral. Debt is primarily classified as Level 2 within the fair value hierarchy.


Fair value of outstanding debt
(in millions)			June 30, 2023			December 31, 2022
Net carrying amount			$	18,636		$	21,381
Fair value			$	18,300		$	20,700

EMPLOYEE BENEFIT PLANS (Tables)

6 Months Ended

Jun. 30, 2023

Retirement Benefits [Abstract]

Schedule of components net periodic (benefit) cost


Employee benefit plans net periodic cost (benefit)
			Pension Benefits									Other Postretirement and Postemployment Benefits
(in millions)			2023			2022						2023			2022
Three Months Ended June 30,
Service cost			$	—		$	—					$	18		$	18
Interest cost			213			153						50			32
Expected return on plan assets			(264)			(330)						—			(4)
Amortization of prior service credit			—			—						(1)			(1)
Recognized net actuarial loss			60			64						3			13

Net periodic cost (benefit)			$	9		$	(113)					$	70		$	58

Six Months Ended June 30,
Service cost			$	—		$	—					$	36		$	35
Interest cost			426			306						100			64
Expected return on plan assets			(528)			(660)						—			(8)
Amortization of prior service credit			—			—						(3)			(3)
Recognized net actuarial loss			119			127						6			28

Net periodic cost (benefit)			$	17		$	(227)					$	139		$	116

COMMITMENTS AND CONTINGENCIES (Tables)

6 Months Ended

Jun. 30, 2023

Commitments and Contingencies Disclosure [Abstract]

Schedule of future aircraft purchase commitments

Our future aircraft purchase commitments totaled approximately $18.5 billion at June 30, 2023.


Aircraft purchase commitments(1)
(in millions)			Total
Six months ending December 31, 2023			$	1,560
2024			3,590
2025			5,340
2026			3,840
2027			2,720
Thereafter			1,420
Total			$	18,470

(1)The timing of these commitments is based on our contractual agreements with the aircraft manufacturers and may be subject to change based on modifications to those agreements or changes in delivery schedules.

Our future aircraft purchase commitments included the following aircraft at June 30, 2023:


Aircraft purchase commitments by fleet type
Aircraft Type			Purchase Commitments
A220-300			70
A321-200neo			120
A330-900neo			17
A350-900			16
B-737-10			100
Total			323

ACCUMULATED OTHER COMPREHENSIVE LOSS (Tables)

6 Months Ended

Jun. 30, 2023

Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract]

Schedule of components of accumulated other comprehensive loss


Components of accumulated other comprehensive loss
(in millions)			Pension and Other Benefit Liabilities			Other			Tax Effect			Total
Balance at January 1, 2023			$	(6,624)		$	41		$	782		$	(5,801)
Changes in value			—			(3)			1			(2)
Reclassifications into earnings(1)			122			—			(28)			94
Balance at June 30, 2023			$	(6,502)		$	38		$	755		$	(5,709)


Balance at January 1, 2022			$	(8,355)		$	41		$	1,184		$	(7,130)

Reclassifications into earnings(1)			159			—			(37)			122
Balance at June 30, 2022			$	(8,196)		$	41		$	1,147		$	(7,008)

(1)Amounts reclassified from accumulated other comprehensive loss for pension and other benefit liabilities are recorded in pension and related (expense)/benefit in non-operating expense in our income statement.

SEGMENTS (Tables)

6 Months Ended

Jun. 30, 2023

Segment Reporting [Abstract]

Schedule of segment reporting information


Financial information by segment
(in millions)			Airline			Refinery						Intersegment Sales/Other						Consolidated
Three Months Ended June 30, 2023
Operating revenue:			$	14,613		$	2,037											$	15,578
Sales to airline segment												$	(365)		(1)
Exchanged products												(618)			(2)
Sales of refined products												(89)
Depreciation and amortization			573			23						(23)			(3)			573
Operating income			2,447			44			(3)			—						2,491
Interest expense, net			203			3						(3)						203

Total assets, end of period			70,265			3,309						(77)						73,497

Capital expenditures			1,422			30						—						1,452

Three Months Ended June 30, 2022
Operating revenue:			$	12,310		$	3,353											$	13,824
Sales to airline segment												$	(761)		(1)
Exchanged products												(982)			(2)
Sales of refined products												(96)
Depreciation and amortization			510			23						(23)			(3)			510
Operating income			1,250			269			(3)			—						1,519
Interest expense, net			269			2						(2)						269

Total assets, end of period			71,766			3,065						(26)						74,805
Net fair value obligations, end of period			—			(556)						—						(556)
Capital expenditures			928			30						—						958

(1)Represents transfers, valued on a market price basis, from the refinery to the airline segment for use in airline operations. We determine market price for jet fuel from the refinery by reference to the market index for the primary delivery location, which is New York Harbor.

(2)Represents value of products delivered under our exchange agreements, as discussed above, determined on a market price basis.

(3)Refinery segment operating results, including depreciation and amortization, are included within aircraft fuel and related taxes in our income statement.


Financial information by segment
(in millions)			Airline			Refinery						Intersegment Sales/Other						Consolidated
Six Months Ended June 30, 2023
Operating revenue:			$	26,455		$	4,388											$	28,337
Sales to airline segment												$	(961)		(1)
Exchanged products												(1,330)			(2)
Sales of refined products												(215)
Depreciation and amortization			1,137			46						(46)			(3)			1,137
Operating income			1,949			266			(3)			—						2,215
Interest expense, net			430			8						(8)						430
Capital expenditures			2,393			59						—						2,452

Six Months Ended June 30, 2022
Operating revenue:			$	20,473		$	5,666											$	23,173
Sales to airline segment												$	(1,053)		(1)
Exchanged products												(1,791)			(2)
Sales of refined products												(122)
Depreciation and amortization			1,016			47						(47)			(3)			1,016
Operating income			412			323			(3)			—						735
Interest expense, net			543			4						(4)						543
Capital expenditures			2,676			48						—						2,724

(1)Represents transfers, valued on a market price basis, from the refinery to the airline segment for use in airline operations. We determine market price for jet fuel from the refinery by reference to the market index for the primary delivery location, which is New York Harbor.

(2)Represents value of products delivered under our exchange agreements, as discussed above, determined on a market price basis.

(3)Refinery segment operating results, including depreciation and amortization, are included within aircraft fuel and related taxes in our income statement.

EARNINGS/(LOSS) PER SHARE (Tables)

6 Months Ended

Jun. 30, 2023

Earnings Per Share [Abstract]

Schedule of computation of basic and diluted earnings/(loss) per share

The following table shows the computation of basic and diluted earnings/(loss) per share:


Basic and diluted earnings/(loss) per share
			Three Months Ended June 30,									Six Months Ended June 30,
(in millions, except per share data)			2023			2022						2023			2022
Net income/(loss)			$	1,827		$	735					$	1,464		$	(205)

Basic weighted average shares outstanding			639			638						639			638
Dilutive effect of share-based instruments			3			3						3			—
Diluted weighted average shares outstanding			642			641						642			638

Basic earnings/(loss) per share			$	2.86		$	1.15					$	2.29		$	(0.32)
Diluted earnings/(loss) per share			$	2.84		$	1.15					$	2.28		$	(0.32)

REVENUE RECOGNITION - Passenger Revenue (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Disaggregation of Revenue [Line Items]
Passenger revenue	$ 15,578	$ 13,824	$ 28,337	$ 23,173
Passenger
Disaggregation of Revenue [Line Items]
Passenger revenue	13,205	10,958	23,616	17,865
Ticket
Disaggregation of Revenue [Line Items]
Passenger revenue	11,829	9,773	21,068	15,759
Loyalty travel awards
Disaggregation of Revenue [Line Items]
Passenger revenue	902	744	1,645	1,287
Travel-related services
Disaggregation of Revenue [Line Items]
Passenger revenue	$ 474	$ 441	$ 903	$ 819

REVENUE RECOGNITION - Narrative (Details) - USD ($) $ in Millions	6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Dec. 31, 2022
Disaggregation of Revenue [Line Items]
Revenue recognized that was previously deferred	$ 5,700	$ 3,300
Cash sales of mileage credits	$ 3,400	$ 2,600
Redemption period for majority of new miles (in years)	2 years
Air traffic
Disaggregation of Revenue [Line Items]
Contract with customer, liability			$ 8,300
Contract with customer, liability, noncurrent			$ 100

REVENUE RECOGNITION - Loyalty Program Liability (Details) - Loyalty program - USD ($) $ in Millions	6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022
Loyalty program activity
Current and noncurrent deferred revenue, beginning	$ 7,882	$ 7,559
Miles earned	2,110	1,558
Miles redeemed for air travel	(1,645)	(1,287)
Miles redeemed for non-air travel and other	(80)	(73)
Current and noncurrent deferred revenue, ending	$ 8,267	$ 7,757

REVENUE RECOGNITION - Other Revenue (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Disaggregation of Revenue [Line Items]
Operating revenue	$ 15,578	$ 13,824	$ 28,337	$ 23,173
Other
Disaggregation of Revenue [Line Items]
Operating revenue	2,201	2,594	4,340	4,747
Refinery
Disaggregation of Revenue [Line Items]
Operating revenue	965	1,514	1,882	2,700
Loyalty program
Disaggregation of Revenue [Line Items]
Operating revenue	774	650	1,500	1,221
Ancillary businesses
Disaggregation of Revenue [Line Items]
Operating revenue	214	206	445	416
Miscellaneous
Disaggregation of Revenue [Line Items]
Operating revenue	$ 248	$ 224	$ 513	$ 410

REVENUE RECOGNITION - Revenue by Geographic Region (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Disaggregation of Revenue [Line Items]
Operating revenue	$ 15,578	$ 13,824	$ 28,337	$ 23,173
Domestic
Disaggregation of Revenue [Line Items]
Operating revenue	10,749	10,655	20,145	18,204
Atlantic
Disaggregation of Revenue [Line Items]
Operating revenue	3,178	2,057	4,726	2,833
Latin America
Disaggregation of Revenue [Line Items]
Operating revenue	1,037	854	2,317	1,665
Pacific
Disaggregation of Revenue [Line Items]
Operating revenue	614	258	1,149	471
Passenger
Disaggregation of Revenue [Line Items]
Operating revenue	13,205	10,958	23,616	17,865
Passenger \| Domestic
Disaggregation of Revenue [Line Items]
Operating revenue	8,944	8,318	16,538	13,881
Passenger \| Atlantic
Disaggregation of Revenue [Line Items]
Operating revenue	2,803	1,701	4,047	2,240
Passenger \| Latin America
Disaggregation of Revenue [Line Items]
Operating revenue	926	745	2,058	1,425
Passenger \| Pacific
Disaggregation of Revenue [Line Items]
Operating revenue	$ 532	$ 194	$ 973	$ 319

FAIR VALUE MEASUREMENTS - Measured at Fair Value on a Recurring Basis (Details) - Recurring - USD ($) $ in Millions	Jun. 30, 2023	Dec. 31, 2022
Fair Value
Cash equivalents	$ 1,339	$ 2,021
Restricted cash equivalents	156	206
Long-term investments	1,701	1,450
Fuel hedge contracts	(9)	(47)
U.S. Government securities
Fair Value
Short-term investments	1,498	1,587
Corporate obligations
Fair Value
Short-term investments	1,643	1,614
Asset-backed securities
Fair Value
Short-term investments	120
Other fixed income securities
Fair Value
Short-term investments	107	67
Level 1
Fair Value
Cash equivalents	1,339	2,021
Restricted cash equivalents	156	206
Long-term investments	1,536	1,305
Fuel hedge contracts	0	0
Level 1 \| U.S. Government securities
Fair Value
Short-term investments	205	122
Level 1 \| Corporate obligations
Fair Value
Short-term investments	0	0
Level 1 \| Asset-backed securities
Fair Value
Short-term investments	0
Level 1 \| Other fixed income securities
Fair Value
Short-term investments	0	0
Level 2
Fair Value
Cash equivalents	0	0
Restricted cash equivalents	0	0
Long-term investments	39	38
Fuel hedge contracts	(9)	(47)
Level 2 \| U.S. Government securities
Fair Value
Short-term investments	1,293	1,465
Level 2 \| Corporate obligations
Fair Value
Short-term investments	1,643	1,614
Level 2 \| Asset-backed securities
Fair Value
Short-term investments	120
Level 2 \| Other fixed income securities
Fair Value
Short-term investments	107	67
Level 3
Fair Value
Cash equivalents	0	0
Restricted cash equivalents	0	0
Long-term investments	126	107
Fuel hedge contracts	0	0
Level 3 \| U.S. Government securities
Fair Value
Short-term investments	0	0
Level 3 \| Corporate obligations
Fair Value
Short-term investments	0	0
Level 3 \| Asset-backed securities
Fair Value
Short-term investments	0
Level 3 \| Other fixed income securities
Fair Value
Short-term investments	$ 0	$ 0

FAIR VALUE MEASUREMENTS - Narrative (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022	Dec. 31, 2022
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Short-term investments	$ 3,368		$ 3,368		$ 3,268
Short-term investments expected to mature in one year or less	3,100		3,100
Fuel hedge contracts
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Gain (loss) on derivatives recognized	$ 12	$ (239)	43	$ (478)
Fuel hedge contracts \| Mark-to-Market
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Gain on derivative			39
Fuel hedge contracts \| Settlement Gains On Contracts
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Gain on derivative			$ 4

INVESTMENTS - Equity Investments Ownership Interest and Carrying Value (Details) - USD ($) $ in Millions	Jun. 30, 2023	Dec. 31, 2022
Equity Investments
Equity investments	$ 2,389	$ 2,128
Air France-KLM
Equity Investments
Ownership interest (percent)	3.00%	3.00%
Carrying value	$ 138	$ 97
China Eastern
Equity Investments
Ownership interest (percent)	2.00%	2.00%
Carrying value	$ 158	$ 189
CLEAR
Equity Investments
Ownership interest (percent)	5.00%	5.00%
Carrying value	$ 192	$ 227
Hanjin-KAL
Equity Investments
Ownership interest (percent)	15.00%	15.00%
Carrying value	$ 354	$ 296
Hanjin-KAL \| Common and Preferred Shares
Equity Investments
Ownership interest (percent)	14.80%
Hanjin-KAL \| Common Stock
Equity Investments
Ownership interest (percent)	14.90%
LATAM
Equity Investments
Ownership interest (percent)	10.00%	10.00%
Carrying value	$ 574	$ 403
Wheels Up
Equity Investments
Ownership interest (percent)	21.00%	21.00%
Carrying value	$ 6	$ 54
Other investments
Equity Investments
Carrying value	$ 382	$ 285
Grupo Aeromexico
Equity Investments
Ownership interest (percent)	20.00%	20.00%
Carrying value	$ 417	$ 412
Unifi Aviation
Equity Investments
Ownership interest (percent)	49.00%	49.00%
Carrying value	$ 168	$ 165

DEBT - Summary of Debt (Details) - USD ($) $ in Millions	6 Months Ended
DEBT - Summary of Debt (Details) - USD ($) $ in Millions	Jun. 30, 2023	Dec. 31, 2022
Debt Instrument [Line Items]
Debt, gross	$ 18,735	$ 21,519
Unamortized (discount)/premium and debt issue cost, net and other	(99)	(138)
Total debt	18,636	21,381
Less: current maturities	(1,766)	(2,055)
Total long-term debt	$ 16,870	19,326
Unsecured Payroll Support Program Loans \| Unsecured debt
Debt Instrument [Line Items]
Maturity dates range, start	Jan. 01, 2030
Maturity dates range, end	Dec. 31, 2031
Interest rate per annum (percent)	1.00%
Debt, gross	$ 3,496	3,496
Unsecured notes \| Unsecured debt
Debt Instrument [Line Items]
Maturity dates range, start	Jan. 01, 2023
Maturity dates range, end	Dec. 31, 2029
Debt, gross	$ 2,590	2,997
Unsecured notes \| Unsecured debt \| Minimum
Debt Instrument [Line Items]
Interest rate per annum (percent)	2.90%
Unsecured notes \| Unsecured debt \| Maximum
Debt Instrument [Line Items]
Interest rate per annum (percent)	7.38%
SkyMiles Notes \| Secured debt
Debt Instrument [Line Items]
Maturity dates range, start	Jan. 01, 2023
Maturity dates range, end	Dec. 31, 2028
Debt, gross	$ 4,792	5,144
SkyMiles Notes \| Secured debt \| Minimum
Debt Instrument [Line Items]
Interest rate per annum (percent)	4.50%
SkyMiles Notes \| Secured debt \| Maximum
Debt Instrument [Line Items]
Interest rate per annum (percent)	4.75%
SkyMiles Term Loan \| Secured debt
Debt Instrument [Line Items]
Maturity dates range, start	Jan. 01, 2023
Maturity dates range, end	Dec. 31, 2027
Interest rate per annum (percent)	8.80%
Debt, gross	$ 2,092	2,820
NYTDC Special Facilities Revenue Bonds \| Bonds
Debt Instrument [Line Items]
Maturity dates range, start	Jan. 01, 2023
Maturity dates range, end	Dec. 31, 2045
Debt, gross	$ 2,778	2,838
NYTDC Special Facilities Revenue Bonds \| Bonds \| Minimum
Debt Instrument [Line Items]
Interest rate per annum (percent)	4.00%
NYTDC Special Facilities Revenue Bonds \| Bonds \| Maximum
Debt Instrument [Line Items]
Interest rate per annum (percent)	5.00%
Financing secured by aircraft - Certificates \| Secured debt
Debt Instrument [Line Items]
Maturity dates range, start	Jan. 01, 2023
Maturity dates range, end	Dec. 31, 2028
Debt, gross	$ 1,699	1,802
Financing secured by aircraft - Certificates \| Secured debt \| Minimum
Debt Instrument [Line Items]
Interest rate per annum (percent)	2.00%
Financing secured by aircraft - Certificates \| Secured debt \| Maximum
Debt Instrument [Line Items]
Interest rate per annum (percent)	8.00%
Financing secured by aircraft - Notes \| Secured debt
Debt Instrument [Line Items]
Maturity dates range, start	Jan. 01, 2023
Maturity dates range, end	Dec. 31, 2033
Debt, gross	$ 181	813
Financing secured by aircraft - Notes \| Secured debt \| Minimum
Debt Instrument [Line Items]
Interest rate per annum (percent)	6.61%
Financing secured by aircraft - Notes \| Secured debt \| Maximum
Debt Instrument [Line Items]
Interest rate per annum (percent)	7.62%
2020 Senior Secured Notes \| Secured debt
Debt Instrument [Line Items]
Maturity date	Dec. 31, 2025
Interest rate per annum (percent)	7.00%
Debt, gross	$ 1,040	1,542
2018 Revolving Credit Facility \| Revolving credit facility
Debt Instrument [Line Items]
Maturity dates range, start	Jan. 01, 2024
Maturity dates range, end	Dec. 31, 2025
Debt, gross	$ 0	0
Other financings \| Secured and unsecured debt
Debt Instrument [Line Items]
Maturity dates range, start	Jan. 01, 2023
Maturity dates range, end	Dec. 31, 2030
Debt, gross	$ 67	67
Other financings \| Secured and unsecured debt \| Minimum
Debt Instrument [Line Items]
Interest rate per annum (percent)	2.51%
Other financings \| Secured and unsecured debt \| Maximum
Debt Instrument [Line Items]
Interest rate per annum (percent)	5.00%
Other revolving credit facilities \| Revolving credit facility
Debt Instrument [Line Items]
Maturity date	Dec. 31, 2025
Debt, gross	$ 0	$ 0

DEBT - Availability Under Revolving Credit Facilities (Details) $ in Millions	Jun. 30, 2023 USD ($)
Revolving credit facility
Debt Instrument [Line Items]
Undrawn credit facilities	$ 2,800
Letter of Credit
Debt Instrument [Line Items]
Outstanding letters of credit that do not affect availability of revolvers	$ 400

DEBT - Early Settlement of Outstanding Notes (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Extinguishment of Debt [Line Items]
Repaid principal			$ 585
Loss on extinguishment of debt	$ 29	$ 41	50	$ 66
Secured and unsecured debt
Extinguishment of Debt [Line Items]
Repurchase amount	$ 1,100		1,100
Loss on extinguishment of debt			$ 50

DEBT - Fair Value of Debt (Details) - USD ($) $ in Millions	Jun. 30, 2023	Dec. 31, 2022
Debt
Net carrying amount	$ 18,636	$ 21,381
Fair value	$ 18,300	$ 20,700

EMPLOYEE BENEFIT PLANS - Components of Net Periodic (Benefit) Cost (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Pension Benefits
Defined Benefit Plan Disclosure
Service cost	$ 0	$ 0	$ 0	$ 0
Interest cost	213	153	426	306
Expected return on plan assets	(264)	(330)	(528)	(660)
Amortization of prior service credit	0	0	0	0
Recognized net actuarial loss	60	64	119	127
Net periodic cost (benefit)	9	(113)	17	(227)
Other Postretirement and Postemployment Benefits
Defined Benefit Plan Disclosure
Service cost	18	18	36	35
Interest cost	50	32	100	64
Expected return on plan assets	0	(4)	0	(8)
Amortization of prior service credit	(1)	(1)	(3)	(3)
Recognized net actuarial loss	3	13	6	28
Net periodic cost (benefit)	$ 70	$ 58	$ 139	$ 116

COMMITMENTS AND CONTINGENCIES - Narrative (Details) $ in Millions	3 Months Ended
	Jun. 30, 2023 USD ($) aircraft	Mar. 31, 2023 USD ($)	Jan. 01, 2023
Future Purchase Commitments
Future aircraft purchase commitments	$ 18,500
Collective bargaining agreement term		4 years
Pilot pay rate increase			18.00%
Pilot agreement expense		$ 735
Adjustments to other benefit-related items		$ 130
A330-900
Future Purchase Commitments
Number of aircraft agreed to be acquired \| aircraft	1
A220-300
Future Purchase Commitments
Number of aircraft purchase rights exercised \| aircraft	12

COMMITMENTS AND CONTINGENCIES - Aircraft Commitments by Year (Details) $ in Millions	Jun. 30, 2023 USD ($)
Future aircraft purchase commitments:
Total	$ 18,500
Future aircraft purchase commitments
Future aircraft purchase commitments:
Six months ending December 31, 2023	1,560
2024	3,590
2025	5,340
2026	3,840
2027	2,720
Thereafter	1,420
Total	$ 18,470

COMMITMENTS AND CONTINGENCIES - Aircraft Commitments by Fleet Type (Details) (Details) - Future aircraft purchase commitments	Jun. 30, 2023 aircraft
Future Purchase Commitments
Aircraft purchase commitments, minimum quantity required	323
A220-300
Future Purchase Commitments
Aircraft purchase commitments, minimum quantity required	70
A321-200neo
Future Purchase Commitments
Aircraft purchase commitments, minimum quantity required	120
A330-900neo
Future Purchase Commitments
Aircraft purchase commitments, minimum quantity required	17
A350-900
Future Purchase Commitments
Aircraft purchase commitments, minimum quantity required	16
B-737-10
Future Purchase Commitments
Aircraft purchase commitments, minimum quantity required	100

ACCUMULATED OTHER COMPREHENSIVE LOSS (Details) - USD ($) $ in Millions	6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022
AOCI Attributable to Parent, Net of Tax
Beginning balance, tax effect	$ 782	$ 1,184
Beginning balance	6,582	3,887
Reclassifications into earnings, tax effect	(28)	(37)
Reclassification into earnings (net of tax effect)	94	122
Changes in value, tax effect	1
Changes in value (net of tax effect)	(2)
Ending balance, tax effect	755	1,147
Ending balance	8,100	3,811
Accumulated Other Comprehensive Loss
AOCI Attributable to Parent, Net of Tax
Beginning balance	(5,801)	(7,130)
Ending balance	(5,709)	(7,008)
Pension and Other Benefits Liabilities
AOCI Attributable to Parent, Net of Tax
Beginning balance, AOCI before tax	(6,624)	(8,355)
Reclassifications into earnings	122	159
Changes in value	0
Ending balance, AOCI before tax	(6,502)	(8,196)
Other
AOCI Attributable to Parent, Net of Tax
Beginning balance, AOCI before tax	41	41
Reclassifications into earnings	0	0
Changes in value	(3)
Ending balance, AOCI before tax	$ 38	$ 41

SEGMENTS - Narrative (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
SEGMENTS - Narrative (Details) - USD ($) $ in Millions	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Segment Reporting Information, Profit (Loss)
Operating revenue	$ 15,578	$ 13,824	$ 28,337	$ 23,173
Intersegment Sales/Other \| Exchanged products
Segment Reporting Information, Profit (Loss)
Operating revenue	$ (618)	$ (982)	$ (1,330)	$ (1,791)

SEGMENTS - Segment Reporting (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022	Dec. 31, 2022
Segment Reporting Information, Profit (Loss)
Operating revenue	$ 15,578	$ 13,824	$ 28,337	$ 23,173
Depreciation and amortization	573	510	1,137	1,016
Operating income	2,491	1,519	2,215	735
Interest expense, net	203	269	430	543
Total assets, end of period	73,497	74,805	73,497	74,805	$ 72,288
Net fair value obligations, end of period		(556)		(556)
Capital expenditures	1,452	958	2,452	2,724
Operating Segments \| Airline
Segment Reporting Information, Profit (Loss)
Operating revenue	14,613	12,310	26,455	20,473
Depreciation and amortization	573	510	1,137	1,016
Operating income	2,447	1,250	1,949	412
Interest expense, net	203	269	430	543
Total assets, end of period	70,265	71,766	70,265	71,766
Net fair value obligations, end of period		0		0
Capital expenditures	1,422	928	2,393	2,676
Operating Segments \| Refinery
Segment Reporting Information, Profit (Loss)
Operating revenue	2,037	3,353	4,388	5,666
Depreciation and amortization	23	23	46	47
Operating income	44	269	266	323
Interest expense, net	3	2	8	4
Total assets, end of period	3,309	3,065	3,309	3,065
Net fair value obligations, end of period		(556)		(556)
Capital expenditures	30	30	59	48
Intersegment Sales/Other
Segment Reporting Information, Profit (Loss)
Depreciation and amortization	(23)	(23)	(46)	(47)
Operating income	0	0	0	0
Interest expense, net	(3)	(2)	(8)	(4)
Total assets, end of period	(77)	(26)	(77)	(26)
Net fair value obligations, end of period		0		0
Capital expenditures	0	0	0	0
Intersegment Sales/Other \| Sales to airline segment
Segment Reporting Information, Profit (Loss)
Operating revenue	(365)	(761)	(961)	(1,053)
Intersegment Sales/Other \| Exchanged products
Segment Reporting Information, Profit (Loss)
Operating revenue	(618)	(982)	(1,330)	(1,791)
Intersegment Sales/Other \| Sales of refined products
Segment Reporting Information, Profit (Loss)
Operating revenue	$ (89)	$ (96)	$ (215)	$ (122)

EARNINGS/(LOSS) PER SHARE (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions	3 Months Ended				6 Months Ended
	Jun. 30, 2023	Mar. 31, 2023	Jun. 30, 2022	Mar. 31, 2022	Jun. 30, 2023	Jun. 30, 2022
Earnings Per Share [Abstract]
Net income/(loss)	$ 1,827	$ (363)	$ 735	$ (940)	$ 1,464	$ (205)
Basic weighted average shares outstanding (shares)	639		638		639	638
Dilutive effect of share-based instruments (shares)	3		3		3	0
Diluted weighted average shares outstanding (shares)	642		641		642	638
Basic earnings/(loss) per share (USD per share)	$ 2.86		$ 1.15		$ 2.29	$ (0.32)
Diluted earnings/(loss) per share (USD per share)	$ 2.84		$ 1.15		$ 2.28	$ (0.32)

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