luv-20240926
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): September 26, 2024
southwestimage.jpg
SOUTHWEST AIRLINES CO.
(Exact name of registrant as specified in its charter)

Texas1-725974-1563240
(State or other jurisdiction(Commission(I.R.S. Employer
of incorporation)File Number)Identification No.)
P. O. Box 36611
Dallas,Texas75235-1611
(Address of principal executive offices)(Zip Code)

Registrant's telephone number, including area code:   (214) 792-4000


Not Applicable
Former name or former address, if changed since last report

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the
filing obligation of the registrant under any of the following provisions:

    Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17
CFR 240.14a-12)
    Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
    Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading SymbolName of each exchange on which registered
Common Stock ($1.00 par value)LUVNew York Stock Exchange
Common Stock Purchase RightsNew York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2).

Emerging growth company    

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.    ☐



Item 7.01    Regulation FD Disclosure.
Southwest Airlines Co. (the "Company") is hosting its 2024 Investor Day event today, September 26, 2024, at 10:30 a.m. Eastern Daylight Time. A live webcast of the Company's 2024 Investor Day presentation is available on the Company's website at https://www.southwestairlinesinvestorrelations.com, in the Events & Presentations section under Upcoming Events. Likewise, a replay of the webcast will be made available following the conclusion of the live event. The slides used in conjunction with the Company's 2024 Investor Day presentation are furnished herein as Exhibit 99.1 and are incorporated by reference into this Item 7.01.

The Company is also announcing today that its Board of Directors (“Board”) has authorized a new $2.5 billion share repurchase program. In connection with the new share repurchase program, the Board terminated and replaced the Company’s prior share repurchase program authorized by the Board in May 2019. Purchases by the Company under the new share repurchase program may, in management’s discretion, be made from time to time in open market or private transactions in such manner as may be deemed advisable by management from time to time (including, without limitation, pursuant to one or more 10b5-1 trading plans, accelerated share repurchase programs, and any other method that management may deem advisable) and may be discontinued at any time.

The Company is also providing updated guidance regarding selected financial trends. The following tables present updated selected financial guidance for third quarter and full year 2024. These projections are based on current booking trends and the Company's current outlook, and actual results could differ materially.





3Q 2024 Estimation
Previous estimation
RASM (a), year-over-yearUp 2% to 3%Flat to down 2%
ASMs (b), year-over-yearUp ~2%No change
Economic fuel costs per gallon1 (c)
$2.50 to $2.60$2.60 to $2.70
Fuel hedging premium expense per gallon$0.07No change
Fuel hedging cash settlement gains per gallon$0.02$0.04
ASMs per gallons (fuel efficiency)~81No change
CASM-X (d), year-over-year2
Up 11% to 13%No change
Scheduled debt repayments (millions)~$9~$7
Interest expense (millions)~$63~$62


 2024 Estimation
Previous estimation
ASMs (b), year-over-yearUp ~4%No change
Economic fuel costs per gallon1 (c)
$2.60 to $2.70$2.70 to $2.80
Fuel hedging premium expense per gallon$0.07No change
Fuel hedging cash settlement gains per gallon$0.02$0.03
CASM-X (d), year-over-year2
Up 7% to 8%No change
Scheduled debt repayments (millions)~$31~$29
Interest expense (millions)~$253~$252
Aircraft (e)802No change
Effective tax rate~24%No change
Capital spending (billions)~$2.5No change
(a) Operating revenue per available seat mile ("RASM" or "unit revenues").
(b) Available seat miles ("ASMs" or "capacity"). The Company's flight schedule is published for sale through June 4, 2025. The Company continues to expect fourth quarter 2024 capacity to decrease approximately 4 percent, year-over-year.
(c) Based on the Company's existing fuel derivative contracts and market prices as of September 20, 2024.
(d) Operating expenses per available seat mile, excluding fuel and oil expense, special items, and profitsharing ("CASM-X").
(e) Aircraft on property, end of period. The Company continues to plan for approximately 20 Boeing 737-8 ("-8") aircraft deliveries and 35 aircraft retirements in 2024, comprised of 31 Boeing 737-700s ("-700") and four Boeing 737-800s ("-800").

Based on revenue performance to date, the Company now expects third quarter 2024 RASM to increase in the range of 2 percent to 3 percent, year-over-year. The improvement in the Company's RASM expectations was driven by an approximate one point tailwind from the reaccommodation of Customers affected by other airlines' cancellations following the CrowdStrike incident in July, with the remainder of the improvement driven by improving industry demand trends and actions taken to mature the Company's revenue management techniques. The Company now expects RASM to trend positive, on a year-over-year basis, for the remainder of 2024.

On September 26, 2024, the Company issued a press release in connection with its Investor Day event. The press release is furnished herewith as Exhibit 99.2 and is incorporated by reference into this Item 7.01. The information furnished in this Item 7.01, including Exhibit 99.1 and 99.2, shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor



shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, regardless of any general incorporation language in such filing, except as shall be expressly set forth by specific reference in such filing.

1Economic fuel cost projections do not reflect the potential impact of special items because the Company cannot reliably predict or estimate the hedge accounting impact associated with the volatility of the energy markets or the impact to its financial statements in future periods. Accordingly, the Company believes a reconciliation of non-GAAP financial measures to the equivalent GAAP financial measures for projected results is not meaningful or available without unreasonable effort.
2Projections do not reflect the potential impact of fuel and oil expense, special items, and profitsharing because the Company cannot reliably predict or estimate those items or expenses or their impact to its financial statements in future periods, especially considering the significant volatility of the fuel and oil expense line item. Accordingly, the Company believes a reconciliation of non-GAAP financial measures to the equivalent GAAP financial measures for projected results is not meaningful or available without unreasonable effort.


Item 8.01    Other Events.
Important Additional Information

The Company intends to file a proxy statement and a WHITE proxy card with the U.S. Securities and Exchange Commission (the “SEC”) in connection with the solicitation of proxies for the Company’s next meeting of Shareholders (whether an Annual or Special Meeting of Shareholders (the “Shareholder Meeting”)). SHAREHOLDERS OF THE COMPANY ARE STRONGLY ENCOURAGED TO READ SUCH PROXY STATEMENT, ACCOMPANYING WHITE PROXY CARD AND ALL OTHER DOCUMENTS FILED WITH, OR FURNISHED TO, THE SEC CAREFULLY AND IN THEIR ENTIRETY WHEN THEY BECOME AVAILABLE AS THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE SHAREHOLDER MEETING. Shareholders will be able to obtain the Company’s proxy statement, any amendments or supplements to the proxy statement and other documents filed by the Company with the SEC at no charge at the SEC’s website at www.sec.gov. Copies will also be available at no charge at the Company’s website at https://www.southwestairlinesinvestorrelations.com/financials/sec-filings.

Participant Information

The Company, each of its Directors (namely, Gary C. Kelly, Robert E. Jordan, William H. Cunningham, Ph.D., Lisa M. Atherton, David W. Biegler, J. Veronica Biggins, Roy Blunt, Douglas H. Brooks, Eduardo F. Conrado, Rakesh Gangwal, Thomas W. Gilligan, Ph.D., David P. Hess, Elaine Mendoza, Christopher P. Reynolds, and Jill A. Soltau) and one of its executive officers (namely, Tammy Romo, Chief Financial Officer) are deemed to be “participants” (as defined in Section 14(a) of the Exchange Act) in the solicitation of proxies from the Company’s Shareholders in connection with the matters to be considered at the Shareholder Meeting.

Information about the compensation of our named executive officers and our non-employee Directors is set forth in the sections titled “Compensation of Executive Officers” and “Compensation of Directors” in the Company’s definitive proxy statement on Schedule 14A for the Company’s 2024 Annual Meeting of Shareholders, filed on April 5, 2024 (the “2024 Definitive Proxy”), commencing on pages 28 and 64, respectively, and is available here. Information regarding the participants’ holdings of the Company’s securities can be found in the section titled “Security Ownership of Management” in the Company’s 2024 Definitive Proxy on page 27 and is available here, and as updated in the filings referenced below. Supplemental information regarding the participants’ holdings of the Company’s securities can be found in SEC filings on Statements of Changes in Beneficial Ownership on Form



4 filed with the SEC on May 2, 2024 for Mr. Kelly (available here); May 16, 2024 for Dr. Cunningham (available here); May 16, 2024 for Ms. Atherton (available here); May 16, 2024 for Mr. Biegler (available here); May 16, 2024 for Ms. Biggins (available here); May 16, 2024 for Mr. Blunt (available here); May 16, 2024 for Mr. Brooks (available here); May 16, 2024 for Mr. Conrado (available here); August 1, 2024 for Mr. Gangwal (available here); May 16, 2024 for Dr. Gilligan (available here); May 16, 2024 for Mr. Hess (available here); May 16, 2024 for Ms. Mendoza (available here); May 16, 2024 for Mr. Reynolds (available here); and May 16, 2024 for Ms. Soltau (available here). Such filings are available on the Company’s website at https://www.southwestairlinesinvestorrelations.com/financials/sec-filings or through the SEC’s website via the links referenced above. Updated information regarding the identity of potential participants, and their direct or indirect interests, by security holdings or otherwise, will be set forth in the section titled “Security Ownership of Management” of the Company’s proxy statement on Schedule 14A and other materials to be filed with the SEC in connection with the Shareholder Meeting.


Item 9.01    Financial Statements and Exhibits.
(d) Exhibits:
99.1 Southwest Airlines 2024 Investor Day Presentation.
99.2 Southwest Airlines Unveils Its "Southwest. Even Better." Transformational Plan at Investor Day

104 Cover Page Interactive Data File (embedded within the Inline XBRL document).



Cautionary Statement Regarding Forward-Looking Statements
This Current Report on Form 8-K contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Specific forward-looking statements include, without limitation, statements related to (i) the Company's financial outlook, goals, plans, expectations, and projected results of operations, including factors and assumptions underlying the Company's expectations and projections; (ii) the Company’s plans and expectations with respect to capacity; (iii) the Company's expectations with respect to its fuel costs, premium expenses, hedging gains, fuel efficiency, and the Company's related management of risks associated with changing jet fuel prices, including factors underlying the Company's expectations; (iv) the Company’s plans and expectations related to repayment of debt, interest expense, effective tax rate, and capital spending; and (v) the Company’s fleet plans and expectations, including with respect to expected fleet deliveries and retirements, and including factors and assumptions underlying the Company's plans and expectations. These forward-looking statements are based on the Company's current estimates, intentions, beliefs, expectations, goals, strategies, and projections for the future and are not guarantees of future performance. Forward-looking statements involve risks, uncertainties, assumptions, and other factors that are difficult to predict and that could cause actual results to vary materially from those expressed in or indicated by them. Factors include, among others, (i) the impact of fears or actual outbreaks of diseases, extreme or severe weather and natural disasters, actions of competitors (including, without limitation, pricing, scheduling, capacity, and network decisions, and consolidation and alliance activities), consumer perception, economic conditions, banking conditions, fears or actual acts of terrorism or war, sociodemographic trends, and other factors beyond the Company's control, on consumer behavior and the Company's results of operations and business decisions, plans, strategies, and results; (ii) the Company's ability to timely and effectively implement, transition, operate, and maintain the necessary information technology systems and infrastructure to support its operations and initiatives, including with respect to revenue management; (iii) the cost and effects of the actions of activist shareholders; (iv) the Company’s ability to obtain and maintain adequate infrastructure and equipment to support its operations and initiatives; (v) the impact of fuel price changes, fuel price volatility, volatility of commodities used by the Company for hedging jet fuel, and any changes to the Company's fuel hedging strategies and positions, on the Company's business plans and results of operations; (vi) the Company's dependence on Boeing and Boeing suppliers with respect to the Company's aircraft deliveries, fleet and capacity plans, operations, maintenance, strategies, and goals; (vii) the Company's



dependence on Boeing and the Federal Aviation Administration with respect to the certification of the Boeing MAX 7 aircraft; (viii) the Company's dependence on other third parties, in particular with respect to its technology plans, its plans and expectations related to revenue management, operational reliability, fuel supply, maintenance, Global Distribution Systems, and the impact on the Company's operations and results of operations of any third party delays or non-performance; (ix) the Company’s ability to timely and effectively prioritize its initiatives and focus areas and related expenditures; (x) the impact of labor matters on the Company's business decisions, plans, strategies, and results; (xi) the impact of governmental regulations and other governmental actions on the Company's business plans, results, and operations; (xii) the Company's dependence on its workforce, including its ability to employ and retain sufficient numbers of qualified Employees with appropriate skills and expertise to effectively and efficiently maintain its operations and execute the Company’s plans, strategies, and initiatives; (xiii) the emergence of additional costs or effects associated with the cancelled flights in December 2022, including litigation, government investigation and actions, and internal actions; and (xiv) other factors, as described in the Company's filings with the Securities and Exchange Commission, including the detailed factors discussed under the heading "Risk Factors" in the Company's Annual Report on Form 10- K for the fiscal year ended December 31, 2023, and in the Company’s Quarterly Report on Form 10-Q for the fiscal quarter ended June 30, 2024. Caution should be taken not to place undue reliance on the Company’s forward-looking statements, which represent the Company’s views only as of the date this report is filed. The Company undertakes no obligation to update publicly or revise any forward-looking statement, whether as a result of new information, future events, or otherwise.



SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
SOUTHWEST AIRLINES CO.
September 26, 2024By:/s/ Tammy Romo
Tammy Romo
Executive Vice President & Chief Financial Officer
(Principal Financial and Accounting Officer)






a20240926_luvinvestorday
Thursday, September 26, 2024 9:00 AM – 2:30 PM CDT


 
Julia Landrum Southwest. Even Better.


 
3 Cautionary statement regarding forward-looking statements The Company’s 2024 Investor Day presentations and slides contain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements are based on, and include statements about, the Company’s current estimates, intentions, beliefs, expectations, goals, strategies, and projections for the future and are not guarantees of future performance. Specific forward-looking statements can be identified by the fact that they do not relate strictly to historical or current facts and include, without limitation, statements related to (i) the Company’s initiatives, strategic priorities and focus areas, plans, goals, and opportunities, including with respect to (a) driving future prosperity and restoring earnings power and margins, (b) enhancing efficiency and productivity, growth initiatives and efficient use of capital, and capital allocation, (c) increasing return on invested capital, (d) staffing initiatives; (e) creating value for Shareholders and Shareholder returns, (f) sustainable and consistent performance, profitability, returns on invested capital, and free cash flows, (g) maintaining investment grade credit rating, (h) broadening the Customer base and distribution evolution, (i) inventory strategies and improving revenue performance and revenue management (j) protecting market share and increasing loyalty, (k) monetizing the Company’s value proposition and enhancing its competitive edge, (l) efficient capacity and reduced leverage, (m) managing and mitigating cost pressures and removing costs, (n) extracting value from the fleet and the fleet order book, (o) growing managed business travel and attracting new Customers; and (p) innovation, technology, Customer Service modernization, and Customer Experience enhancements; (ii) the Company’s plans and expectations with respect to its network, its capacity, its network optimization efforts, its network plan, network restructurings, market maturation, refining connection opportunities, and capacity and network adjustments, including its plans and expectations with respect to redeye flying and 24-hour operation capabilities; and including factors and assumptions underlying the Company's expectations and projections; (iii) the Company's financial and operational outlook, expectations, goals, plans, strategies, and projected results of operations, including with respect to its initiatives, and including factors and assumptions underlying the Company's expectations and projections; (iv) the Company’s expectations with respect to the U.S. airline industry, Passenger demand, and backdrop trends; (v) the Company’s plans and expectations with respect to assigned and premium seating, including expected benefits, Customer demand, timing of implementation and bookings, retrofits, cabin layout, and FAA certification; (vi) the Company’s plans and expectations with respect to airline partnerships and enhanced vacation products, including Getaways by Southwest; (vii) the Company’s plans and expectations with respect to aircraft turn-time; (viii) the Company’s fleet plans and expectations, including with respect to fleet utilization, fleet modernization, fleet management, flexibility, expected fleet deliveries and retirements, refreshed cabin design, in-seat power, larger overhead bins, increased WiFi, and new RECARO seats, and including factors and assumptions underlying the Company's plans and expectations; (ix) the Company’s plans and expectations to drive Passenger demand, Customer loyalty, Passenger yield, and load factors, including the Company’s associated forecasted load factors; (x) the Company’s expectations with respect to market share of business travelers; (xi) the Company’s plans and expectations with respect to its Rapid Rewards Program, including planned enhancements, and loyalty revenue performance; (xii) the Company’s plans and expectations for Customer seating and boarding offerings; (xiii) the Company’s plans and expectations with respect to the boarding model; (xiv) the Company’s labor plans and expectations, including the Company’s hiring and headcount plans and expectations; (xv) the Company's expectations with respect to fuel costs, hedging gains, and fuel efficiency, and the Company's related management of risks associated with changing jet fuel prices, including factors underlying the Company's expectations; (xvi) the Company's plans, estimates, and assumptions related to repayment of debt obligations, leverage, credit ratings, capital spending, infrastructure spending, capital allocation, and Shareholder returns, including factors and assumptions underlying the Company's expectations and projections; (xvii) the Company’s plans, expectations, and goals with respect to environmental sustainability; (xviii) the Company’s plans and expectations with respect to aircraft maintenance; and (xix) the Company’s expectations with respect to any compensation received from Boeing for financial damages associated with aircraft delivery delays. Forward-looking statements involve risks, uncertainties, assumptions, and other factors that are difficult to predict and that could cause actual results to vary from those expressed in or indicated by them. Factors include, among others, (i) the impact of fears or actual outbreaks of diseases, extreme or severe weather and natural disasters, actions of competitors (including, without limitation, pricing, scheduling, capacity, and network decisions, and consolidation and alliance activities), consumer perception, economic conditions, banking conditions, fears or actual acts of terrorism or war, sociodemographic trends, and other factors beyond the Company's control, on consumer behavior and the Company's results of operations and business decisions, plans, strategies, and results; (ii) the Company's ability to timely and effectively implement, transition, operate, and maintain the necessary information technology systems and infrastructure to support its operations and initiatives, including with respect to revenue management and assigned and premium seating; (iii) the cost and effects of the actions of activist shareholders; (iv) the Company’s ability to obtain and maintain adequate infrastructure and equipment to support its operations and initiatives; (v) the impact of fuel price changes, fuel price volatility, volatility of commodities used by the Company for hedging jet fuel, and any changes to the Company's fuel hedging strategies and positions, on the Company's business plans and results of operations; (vi) the Company's dependence on The Boeing Company (“Boeing”) and Boeing suppliers with respect to the Company's aircraft deliveries, Boeing MAX 7 aircraft certifications, fleet and capacity plans, operations, maintenance, strategies, and goals; (vii) the Company's dependence on the Federal Aviation Administration with respect to safety approvals for the new cabin layout and the certification of the Boeing MAX 7 aircraft; (viii) the Company's dependence on other third parties, in particular with respect to its technology plans, its plans and expectations related to revenue management, operational reliability, fuel supply, maintenance, Global Distribution Systems, environmental sustainability, and the impact on the Company's operations and results of operations of any third party delays or nonperformance; (ix) the Company’s ability to timely and effectively prioritize its initiatives and focus areas and related expenditures; (x) the impact of labor matters on the Company's business decisions, plans, strategies, and results; (xi) the impact of governmental regulations and other governmental actions on the Company's business plans, results, and operations; (xii) the Company's dependence on its workforce, including its ability to employ and retain sufficient numbers of qualified Employees with appropriate skills and expertise to effectively and efficiently maintain its operations and execute the Company’s plans, strategies, and initiatives; (xiii) the emergence of additional costs or effects associated with the cancelled flights in December 2022, including litigation, government investigation and actions, and internal actions; and (xiv) other factors, as described in the Company's filings with the Securities and Exchange Commission, including the detailed factors discussed under the heading "Risk Factors" in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2023, and in the Company’s Quarterly Report on Form 10-Q for the fiscal quarter ended June 30, 2024. Notice Regarding Third Party Content This presentation may contain information obtained from third parties, including ratings from credit ratings agencies such as S&P Global Ratings. Reproduction and distribution of third party content in any form is prohibited except with the prior written permission of the related third party. Third party content providers do not guarantee the accuracy, completeness, timeliness or availability of any information, including ratings, and are not responsible for any errors or omissions (negligent or otherwise), regardless of the cause, or for the results obtained from the use of such content. Third party content providers give no express or implied warranties, including, but not limited to, any warranties of merchantability or fitness for a particular purpose or use. Third party content providers shall not be liable for any direct, indirect, incidental, exemplary, compensatory, punitive, special or consequential damages, costs, expenses, legal fees, or losses (including lost income or profits and opportunity costs or losses caused by negligence) in connection with any use of their content, including ratings. Credit ratings are statements of opinions and are not statements of fact or recommendations to purchase, hold or sell securities. They do not address the suitability of securities or the suitability of securities for investment purposes and should not be relied on as investment advice.


 
4 Glossary of terms and acronyms Item Definition ASM An available seat mile, or one seat (empty or full) flown one mile. Also referred to as "capacity," which is a measure of the space available to carry passengers in a given period Boeing Refers to The Boeing Company CASM-X The average cost to fly an aircraft seat (empty or full) one mile calculated as operating expenses, excluding fuel and oil expense, special items, and profitsharing expense, divided by available seat miles. Also referred to as "unit costs", which is a measure of cost efficiencies DOT Refers to the Department of Transportation FAA Refers to the Federal Aviation Administration Free cash flow A non-GAAP financial measure calculated as operating cash flows less capital expenditures LCC airlines Refers to Alaska Airlines and JetBlue Legacy airlines Refers to American Airlines, Delta Air Lines, and United Airlines Leverage A non-GAAP financial measure calculated as adjusted debt to invested capital Load factor Revenue passenger miles divided by available seat miles NPS Net Promoter Score O&D Stands for origin and destination. A Passenger traveling from A to B, regardless of routing, nonstop, through, or connections represents a single O&D. Also referred to as revenue passengers carried Operating margin A non-GAAP financial measure calculated as operating income divided by operating revenues, excluding special items RASM A measure of operating revenue production based on the total available seat miles flown during a particular period calculated as operating revenue divided by available seat miles. Also referred to as "unit revenues" ROIC After-tax return on invested capital ULCC airlines Refers to Allegiant Air, Frontier Airlines, and Spirit Airlines WACC Weighted average cost of capital Southwest fare options Business Select®, Anytime, Wanna Get Away+® (WGA+), and Wanna Get Away® (WGA). Learn more by visiting Southwest.com Southwest policies ‘Bags fly free®,’ Points don't expire, Credits don’t expire, Free same day standby, and no cancel / change fees. Learn more by visiting Southwest.com Cash + Points Allows Rapid Rewards® Members to combine Rapid Rewards points with other eligible forms of payment to purchase flights. Learn more by visiting Southwest.com


 
5 Bob Jordan Southwest. Even Better. Bob Jordan President, Chief Executive Officer, and Vice Chairman of the Board Driving revenue and profitability by optimizing operations Andrew Watterson Chief Operating Officer Transforming our Customer value proposition​ Ryan Green Executive Vice President Commercial Transformation Transforming for sustainable profitability and Shareholder returns​ Tammy Romo Executive Vice President and Chief Financial Officer​ Closing Remarks Q&A Today’s agenda


 
Bob Jordan Southwest. Even Better.


 
What you will hear from us today A transformational plan that builds on our foundation A portfolio of initiatives that delivers significant value A monetization of our Customer value proposition A unique capital efficient fleet strategy A bright future with a bold plan that achieves our long- term goal of ROIC well above WACC in 2027 7


 
8 Concrete actions to return to prosperity Fleet Labor Travel patterns and preferences Operational disruption Revenue management Financial performance We are reducing headcount through controlled hiring and attrition and labor cost certainty has been achieved We are adapting through network optimization and transformational initiatives We executed our operations reliability plan, and NPS has been restored We implemented a multi-pronged tactical plan, and are already seeing benefits We are executing a comprehensive plan to drive ROIC well above WACC We have mitigated future operational impacts with a moderated capacity plan and are pursuing a generational fleet opportunity to unlock value


 
Our unique history and industry- leading position


 
10 Founded on a Culture that creates value for all Stakeholders


 
11 Our business model is time-tested and self-reinforcing Invest in the business and People to grow and develop market leadership Deliver an efficient operation with a highly- engaged workforce Offer Customers low fares, convenient flights, and industry-leading Customer Service Drive Customer loyalty and grow share of wallet Maximize returns for Shareholders


 
It starts with our and our People Culture… 12


 
Our model is supported by a unique set of strategic advantages 13 The approach continuously compounds our strategic advantages and propels the business We have a primarily point-to-point network optimized for non-stop flights We utilize a single aircraft type to optimize fleet operations We drive cost efficiency through high asset utilization Our Customer- centric sales approach is unique in the industry Our low-cost model allows us to offer the best value for an economy ticket Our People deliver unmatched Hospitality


 
14 Our model has allowed us to maintain our relative cost position 1. Stage-length adjusted to Southwest's 2Q2024 average stage length. Source: Carrier filings, Diio Schedule, and DOT T-100 data Note: Chart excludes 2020 and 2021 for comparative purposes CASM-X, stage-length adjusted (SLA) performance1 6 7 8 9 10 11 12 13 14 15 2Q2018 2Q2019 2Q2022 2Q2023 2Q2024 S L A – C A S M -X Legacy LCC ULCC


 
15 Our Customer-friendly policies build enduring loyalty Two bags fly free No cancel or change fees Basic economy $99 fee Basic economy $99 fee Basic economy $99 fee Basic economy excluded Basic economy $100 fee Free same day standby Basic economy & int’l excluded Basic economy excluded $75 fee Points don’t expire Expire after 24 months Credits don’t expire Cash + Points Basic economy excluded


 
Southwest is ranked #1 in 23 of the top 50 U.S. metro areas1 Top 50 city where Southwest is #2 in Passengers carried Top 50 city where Southwest is outside of the top two in Passengers carried2 Top 50 city where Southwest is #1 in Passengers carried Policies, combined with our network, drive market leadership Our unique point-to-point network, low fares, and famous Hospitality have made Southwest the airline of choice in more cities across the country Source: U.S. DOT O&D Survey data for the twelve months ending 03/31/2024 based on domestic passengers boarded. Data accessed 09/20/2024 using Cirium Diio Mi 1. Top 50 metros include co-terminal regions; Bay (SFO OAK SJC), Boston (BOS MHT PVD), Buffalo (BUF IAG), Chicago (MDW ORD), Cincinnati (CVG DAY), Cleveland (CLE CAK), Columbus (CMH LCK), Dallas (DAL DFW), D.C. (BWI DCA IAD), Ft. Myers (PGD RSW), Houston (HOU IAH), LA (BUR LAX LGB ONT SNA), Miami (FLL MIA PBI), NYC (EWR JFK LGA), Northwest Florida (ECP PNS VPS), Orlando (MCO SFB), Philadelphia (PHL TTN), Phoenix (AZA PHX), Pittsburgh (LBE PIT), South Texas (BRO HRL MFE), St. Louis (BLV STL), Tampa (PIE TPA) 2. ANC is only station Southwest does not serve of the top 50 U.S. metro areas 16


 
Note: As of 8/15/2024. Moody’s Senior Unsecured rating used (if unavailable, Long Term Corporate Family or Long Term rating used); S&P’s Long Term Issuer rating used; Fitch’s Senior Unsecured rating used (if unavailable, Long-term Issuer rating used) Our approach has resulted in an industry-leading balance sheet 17 We have had an investment-grade rating for over 30 years Non-investment grade Investment grade CCC-/Caa3 CCC/Caa2 CCC+/Caa1 B-/B3 B/B2 B+/B1 BB-/Ba3 BB/Ba2 BB+Ba1 BBB-/Baa3 BBB/Baa2 BBB+/Baa1 A-/A3


 
An improving industry backdrop


 
19 The U.S. economy has been resilient Economic and consumer spending trends support a favorable outlook 1. U.S. nominal GDP sourced from BMI Fitch Solutions 2. Historical average 2010-2019 Source: Capital IQ, as of 8/16/2024, BMI Fitch Solutions GDP continues to grow1 Year-over-year Inflation is moderating Year-over-year 3.0% -1% 1% 3% 5% 7% 9% 2010 2012 2014 2016 2018 2020 2022 2024 2 4.1% -0.9% 10.7% 9.1% 6.3% 4.6% 3.8% 4.7% -2% 0% 2% 4% 6% 8% 10% 12% Historical average 2020 2021 2022 2023 2024E 2025E 2026E


 
20 Air travel has normalized Growing GDP combined with stabilized air travel trends support a positive outlook for industry revenue growth 1. Source: Bureau of Economic Analysis; travel expenditure refers to consumer spend on transportation services; indexed to 2010 2. U.S. carriers industry revenue, including LUV, UAL, DAL, AAL, ALK, JBLU, SNCY, ALGT, SAVE, ULCC, HA 3. U.S. nominal GDP sourced from BMI Fitch Solutions 4. Historical average 2010-2019 Travel as % of total consumer spend1 Indexed to 2010 Airline revenue2 returning to long-term average as a % of GDP3 60 70 80 90 100 110 120 2010 2012 2014 2016 2018 2020 2022 2024 4 0.82% 0.33% 0.52% 0.78% 0.83% 0.82% 0.82% 0.83% 0.0% 0.2% 0.4% 0.6% 0.8% 1.0% Historical average 2020 2021 2022 2023 2024E 2025E 2026E


 
1. Near international includes Mexico, Canada, and the Caribbean. All data year-over-year growth rates 2. Inclusive of all marketing carriers serving domestic and near-international routes Source: Schedule data from Diio as of 9/04/2024 Industry capacity growth has been moderating Supplier issues and network rationalization suggest capacity will continue to be constrained -5% 0% 5% 10% 15% 20% 4Q2018 4Q2019 4Q2023 4Q2024E Domestic and near-international1 capacity growth 1Q2018 through 4Q2024E year-over-year growth, excluding 2020-2022 21 Industry2


 
1. Sun Belt includes AL, AR, AZ, FL, GA, KY, KA, MS, NC, NM, NV, SC, TN, TX; U.S. nominal GDP sourced from BMI Fitch Solutions 2. Some of the above metros include co-terminal regions; Cincinnati (CVG DAY), Dallas (DAL DFW), Ft. Myers (PGD RSW), Houston (HOU IAH), Miami (FLL MIA PBI), Northwest Florida (ECP PNS VPS), Orlando (MCO SFB), Phoenix (AZA PHX), South Texas (BRO HRL MFE), Tampa (PIE TPA) Source: U.S. DOT O&D Survey data for the twelve months ending 03/31/2024 based on domestic passengers boarded. Data accessed 09/24/2024 using Cirium Diio Mi O&D iso T100 3.4% 2.9% 2.7% 1.0% 0.7% 0.6% Sun Belt US Other States GDP Growth Population Growth Population is shifting to the Sun Belt, and economic growth is trending similarly1 Southwest is the preferred airline in most of the cities within the Sun Belt2 Growth in the Sun Belt overlaps our points of network strength Allowing us to continue capitalizing on population and economic trends 22 U. . Sun Belt states Southwest is #1 in Passengers carried Southwest is #2 in Passengers carried Southwest is outside of the top two in Passengers carried2


 
Transforming for sustainable performance and Shareholder returns


 
We have been rapidly implementing value-enhancing initiatives 24 Tactical initiatives address our recent underperformance Continual network optimization and maturation Marketing and distribution evolution Revenue management maturation


 
25 Benefits of our actions are reflected in our updated 3Q2024 guidance 1. Includes fuel taxes, fuel hedging premium expense of $0.07 per gallon, and favorable cash settlements from fuel derivative contracts of $0.02 per gallon. Based on the Company's existing fuel derivative contracts and market prices as of 09/20/2024. Item Prior guidance Revised guidance Change RASM, year-over-year Flat to down 2% Up 2% to 3% CASM-X, year-over-year Up 11% to 13% Up 11% to 13% No change Economic fuel costs per gallon1 $2.60 to $2.70 $2.50 to $2.60 ASMs, year-over-year Up ~2% Up ~2% No change


 
26 Additionally, we are approaching our strategic plan thoughtfully With an eye towards future market trends, we are evolving We are flexible, transparent, and offer next-level Hospitality We are making investments to align our Customer and Shareholder value propositions Research and data-driven Customer- friendly Financially- optimal Strategy- reinforcing Initiatives reinforce each other and our unique business model strengths


 
27 The three pillars of our strategy to restore prosperity We expect our strategic initiatives to be at maturity in 2027 Monetize our Customer value proposition Increase efficiency & lower cost Optimize capital allocation Drive revenue and increase loyalty Increase aircraft productivity and manage unit cost pressures Achieve long-term ROIC goal in 2027


 
28 We are developing new product offerings that align with Customer preferences, improve the Customer Experience, and increase revenue Monetize our Customer value proposition Increase efficiency & lower cost Optimize capital allocation Drive revenue and increase loyalty Increase aircraft productivity and manage unit cost pressures Achieve long-term ROIC goal in 2027 We are enhancing the value of our core business by driving revenue and increasing Customer loyalty Assigned seats Extra legroom Getaways by Southwest Airline partnerships


 
29 Our decisions have been shaped by rigorous research 'Bags fly free' case study Monetize our value proposition Increase efficiency & lower cost Maximize capital allocation Drive revenue and increase loyalty Increase aircraft productivity and manage unit cost pressures Achieve long-term ROIC goal in 2027 Research confirmed that our ‘bags fly free’ policy generates market share gains in excess of potential lost revenue from bag fees 97% policy awareness Share loss is estimated at ~$1.8B per year Potential bag fee revenue is estimated at most $1B to $1.5B per year


 
30 We are increasing the efficiency of our operations to support our low-cost position Monetize our Customer value proposition Increase efficiency & lower cost Optimize capital allocation Drive revenue and increase loyalty Increase aircraft productivity and manage unit cost pressures Achieve long-term ROIC goal in 2027 We are increasing the efficiency of our operations, boosting aircraft productivity, and managing unit cost pressures Turn 24-hour operations Service modernization Cost initiative


 
31 We are focused on using our capital efficiently to achieve our ROIC goals in 2027 Monetize our Customer value proposition Increase efficiency & lower cost Optimize capital allocation Drive revenue and increase loyalty Increase aircraft productivity and manage unit cost pressures Achieve long-term ROIC goal in 2027 Capital discipline Fleet strategy Shareholder returns We are optimizing the value of our assets to drive Shareholder returns


 
32 Strong execution will lead to improved financial performance Tactical initiatives Address the base business Strategic initiatives Monetize Customer value proposition Drive revenue and increase loyalty Continual network optimization & maturation Marketing and distribution evolution Revenue management maturation Increase efficiency & lower cost Increase aircraft productivity and manage unit cost pressures Optimize capital allocation Achieve long-term ROIC goal in 2027 Approximately $4B in incremental EBIT and ROIC well above WACC in 2027 Assigned seating Extra legroom Getaways by Southwest Airline partnerships Turn 24-hour operations Service modernization Capital discipline Fleet strategy Shareholder returns Cost initiative


 
33 Our 2027 targets support strong Shareholder returns 1. As measured in year-over-year available seat miles 1% to 2% Capacity1 >$1 billion Free cash flow Low to mid 30% Leverage Investment-grade credit rating Balance sheet ≥15% ROIC ~10% Operating margin ≥


 
34 Key takeaways Strong foundation and proven business model Thoughtful transformation of our product as Customer preferences evolve An approach that is rooted in data and research Executing to drive Customer and Shareholder value Bold and achievable plan to deliver ROIC well in excess of WACC


 
Andrew Watterson Driving revenue and profitability by optimizing operations


 
Changing Customer behaviors


 
0.0 M 5.0 M 10.0 M 15.0 M 20.0 M 25.0 M 30.0 M 35.0 M 40.0 M Jan-18 Jul-18 Jan-19 Jul-19 Jan-20 Jul-20 Jan-21 Jul-21 Jan-22 Jul-22 Jan-23 Jul-23 Jan-24 Jul-24 37 We are serving more Customers than ever Southwest remains an attractive, relevant offering, and our core Customer population is larger than it was pre-pandemic 1. Data is presented on a rolling 12-month basis Total unique Customers1 Total Customers well above pre-pandemic levels


 
0.0 0.5 1.0 1.5 2.0 2.5 3.0 3.5 4.0 4.5 5.0 Jan-18 Jan-19 Jan-20 Jan-21 Jan-22 Jan-23 Jan-24 38 We have more business Customers, but they are taking fewer trips Customers are flying less frequently, due in large part to structural changes in business travel Monthly business unique travelers1 Managed business trips per traveler1 -24% +20% 1. Data is presented on a rolling 12-month basis 0.0 0.5 1.0 1.5 2.0 2.5 3.0 3.5 4.0 4.5 Jan-18 Jan-19 Jan-20 Jan-21 Jan-22 Jan-23 Jan-24


 
39 Business travel has structurally changed Fewer trips per traveler results in a decrease in total business trips, despite more unique travelers 1. Total O&D managed business Passengers for travel months January-August for both years 2018 2024 Managed business total trips have decreased1 -8%


 
2018 2024 40 Leisure travel remains strong and growing Volume exceeds pre-pandemic levels as consumers continue to value experiences 1. Total O&D leisure Passengers for travel months January-August for both years +7% Total leisure trips have increased1


 
41 As a result of the structural change in business travel, we must make changes Continue to grow managed business towards “natural share” Attract new Customers to backfill reduced business travel composition Grow share of wallet from current Customers


 
Tactical initiatives to drive yield and load factor


 
43 Tactical initiatives support base business improvement and are expected to reach maturity in 2025 Adjusting schedules to match Customer travel patterns Attracting new Customers to backfill lower business travel Enhance yield performance by optimizing the booking curve Continual network optimization & maturation Marketing and distribution evolution Revenue management advancement


 
Action 1H2024 2H2024 1H2025 Restructure the network to match post-pandemic Customer travel patterns Cut short-haul trips and redeploy to long-haul Tuesday / Wednesday flying reductions Shoulder flying reductions Redeploy underperforming capacity to more profitable flying City closures Realignment (FLL, ATL, ORD) Additional realignment (ATL, OAK, HI) BNA service expansion Improve the connectivity and efficiency of the network Small city redesigns Redeye flying and turn 44 Continual network optimization to align capacity to Customer demand and support our focus on margin expansion Note: Select examples only Continual network optimization & maturation Marketing and distribution evolution Revenue management advancement


 
45 Hawaii case study: We made changes, and they are working 1. Represents 2024 year-over-year Hawaii RASM versus system RASM performance (% point difference) Recent Hawaii RASM improvement versus system1 12 pts 10 pts 19 pts 9 pts 14 pts 13 pts 8 pts 35 pts 18 pts Jan Feb Mar Apr May Jun Jul Aug Sep (Est.) Continual network optimization & maturation Marketing and distribution evolution Revenue management advancement


 
46 There are more improvements to come with a unique opportunity to refine the Hawaii connection profile Restructuring and redeye flying designed to enhance connectivity and performance Overnight AM Connections LIH HNL KOA ITO OGG SMF SJC SAN LAS LAX PHX OAK Reductions Additions 20% reduction in interisland flying HNL → LAS redeye generates ~50% more itineraries Continual network optimization & maturation Marketing and distribution evolution Revenue management advancement


 
47 We have deployed various marketing and distribution tactics Attracting new Customers and engaging them in our loyalty program to drive revenue Continual network optimization & maturation Marketing and distribution evolution Revenue management advancement Highlighting our unique value proposition Reaching new Customers through channel expansion Converting new Customers to loyal flyers


 
48 Our plans support a return to historic load factor performance Note: Graph excludes 2020 and 2021 data for comparative purposes -6 -4 -2 0 2 4 1Q2019 2Q2019 3Q2019 4Q2019 1Q2022 2Q2022 3Q2022 4Q2022 1Q2023 2Q2023 3Q2023 4Q2023 1Q2024 2Q2024 3Q2024 Load factor versus 2018 Continual network optimization & maturation Marketing and distribution evolution Revenue management advancement Expected to return to 2018 levels in 2025


 
49 Our yield has grown, but not as fast as our peers Stage-length adjusted yield performance1 Economy class for 2024 1. Yields have been stage-length adjusted to Southwest’s average 2Q2024 stage length Note: Graph excludes 2Q2020 and 2Q2021 data for comparative purposes Source: 2018-2024 carrier filings; 2018 data unavailable for Frontier 10 12 14 16 18 20 22 24 26 2Q2018 2Q2019 2Q2022 2Q2023 2Q2024 S L A – Y ie ld i n C e n ts Continual network optimization & maturation Marketing and distribution evolution Revenue management advancement Legacy LCC ULCC -3.5 cents -5.7 cents Yield gap Yield gap


 
Jan Feb Mar Apr May Jun Jul Aug Sep (Est.) 50 Revenue management actions are already yielding improvements Opportunity exists for fare growth on our best flights High demand flights >90% load factor; year-over-year average fare growth • Southwest non-premium fare gap has widened relative to the industry • ~50% of all Southwest flights exceed 90% load factor A challenge and an opportunity Continual network optimization & maturation Marketing and distribution evolution Revenue management advancement


 
51 A near-term roadmap to boost yields Continual network optimization & maturation Marketing and distribution evolution Revenue management advancement Actions taken thus far System updates Recalibrated revenue management (“RM”) system to maximize our best flights, and leveraged automation to free up Analyst capacity for strategic tasks Reporting and tooling Rewrote success criteria (KPIs) in line with updated role expectations and introduced decision-support dashboards, refreshed tooling Ways of working Wrote new playbooks for managing with new RM system, overhauled New Hire and continuous training, and set up alerting systems to reinforce core strategies Organization structure Reorganized our Team and processes against new RM system, and increased staffing and accelerated hiring process


 
Actions to enhance operating efficiency


 
53 A focus on increasing efficiency and lowering cost Turn Save minutes to drive aircraft productivity 24-hour operations Increase asset utilization and reduce overstaffing costs Service modernization Utilize artificial intelligence and digital to drive efficient Customer Service


 
54 An industry-leading turn time 1. All markets and fleet types for each marketing carrier; scheduled turn time calculated by turn minutes per seat brought to Southwest gauge in same Stations (including co-terminals) Source: masFlight; excludes international and widebody 76 74 69 65 64 56 51 49 Adjusted average turn minutes1 12 months ending May 2024; domestic and narrowbody aircraft only Turn 24-hour operations Service modernization


 
55 Leveraging technology to improve our operational efficiency Paperless turn Avio Flight / cabin / tech, e-fuel ticket, streamlined flight close Passenger movement Visual announcements, jet bridge experience Turn communication Chat, quick replies / notifications, countdown timer Ramp information displays Flight information, turn progress / countdown, key indicators Transfer operations Loading procedures, hot / cold bag process & tools Turn 24-hour operations Service modernization


 
56 Reducing turn time drives aircraft productivity By late-2025, the turn time initiative is expected to create the equivalent of ~16 free aircraft November 2024 March 2025 August 2025 November 2025 April 2025 ~1 aircraft ~2 aircraft ~6 aircraft ~8 aircraft ~16 aircraft 100% October 2025 ~14 aircraft Percent of Stations with reduced turn time Turn 24-hour operations Service modernization


 
57 24-hour operations increases asset utilization Redeye flying is expected to create the equivalent of ~18 free aircraft in 2025 • Drive revenue without additional aircraft or headcount • Generate more value within existing network • Unlock Customer value, especially in markets like Hawaii Opportunities Redeye markets 2025 2026 2027 Volume Daily redeyes 5-33 19-50 38-50 Aircraft ASM equivalent 18 28 28 Turn 24-hour operations Service modernization


 
58 Modernizing our contact center and airports Driving operational efficiencies and improved experience for Employees and Customers Build artificial intelligence capability to transition to a digital- first model for Customer care Turn 24-hour operations Service modernization Customer care upgrade Airport upgrades • Reduce calls per Passenger • Decrease average handle time • Improve service levels • Increase workforce utilization Leverage digital channels to modernize the airport experience • Increase lobby autonomy/self-service • Deflect gate transactions to digital • Improve overall staffing ratios • Increase airport satisfaction


 
59 Improved operational reliability Our investments have contributed to improvement in nearly every metric Note: Domestic only; U.S. marketing carriers only Completion factor Jan 1, 2024-Sep 18, 2024 Ontime performance (A14) Jan 1, 2024-Sep 18, 2024 Extreme delays (A45) Jan 1, 2024-Sep 18, 2024 1st 2nd 3rd 4th 5th 6th 7th 8th


 
60 Key takeaways Structural changes in travel behavior require us to adjust The plan addresses both revenue and efficiency opportunities Tactical actions underway are already providing benefits Operational reliability improvements demonstrate our ability to execute


 
Ryan Green Transforming our Customer value proposition


 
Shaping our transformation


 
63 We are passionate about our Customer Experience Dedication to the highest quality of Customer Service delivered with a sense of warmth, friendliness, individual pride, and Company Spirit” 2 years running3 years running Consistent winner Best Customer service Americas


 
64 We will lean into our high-value Customer demographic Estimates show that more than 50% of our Customer base has incomes over $100k per year Note: Customers in this analysis are Visa US consumer cardholders who flew two or more times in 2023, with at least 50% of their flights on the same airline. Analysis is focused on the top 25 Southwest geographic markets. Household income is estimated. Legacy includes US legacy carriers and international carriers with US destinations Source: Visa Consulting & Analytics and TransUnion; subset of Visa US Consumer Credit Cards for full year 2023 Customer household income 47% 41% 59% 38% 39% 33% 15% 20% 8% Southwest Legacy LCC & ULCC 53% 59% 41% > $200k $100k-$200k < $100k


 
Aug-23 Oct-23 Dec-23 Feb-24 Apr-24 Jun-24 We have momentum with our co-brand portfolio Our co-brand portfolio is growing and spend per card is growing faster than our peer set 1. Peer set includes a mix of bank branded and co-branded Visa US consumer travel cards Source: Visa Consulting & Analytics; Subset of Visa U.S. travel consumer credit cards from August 2023 to July 2024 Total Southwest co-brand Cardmembers 2019-2023 year-end totals Cardmembers exceeded Passenger growth by 10x since 2019 25% 2019 2020 2021 2022 2023 Spend per active card1 Year-over-year growth, monthly Peer Average +5.0 ppt gap 65


 
66 We enjoy industry-leading loyalty revenue performance Rapid Rewards produces significantly higher contributions to RASM than other airlines 1. Loyalty revenue per available seat mile Source: Carrier filings Total unit loyalty revenue performance1 2018-2023 (excluding 2020 & 2021) C e n ts 0.0 0.5 1.0 1.5 2.0 2.5 3.0 3.5 4.0 2018 2019 2022 2023


 
67 Extensive research with Customers revealed three key preferences Our decisions are supported by data directly from our Customers +40K survey responses 1x1 interviews Focus groups multiple rounds Over the past year we have conducted extensive Customer research... Customers want to avoid the friction of open seating Seats with extra legroom are desirable The Southwest offer is different from basic economy …revealing three key preferences Assigned seating Premium features Product differentiation


 
68 Assigned seats is the largest opportunity to broaden appeal Presents an opportunity to gain share and retain Customers 1. Southwest Customer research 2. Southwest Customer research. Lapsed travelers defined as travelers who have not flown with Southwest in the last 24 months but have flown before 24 months Assigned seating Premium features Product differentiation #1 reason Cited by lapsed Customers is lack of assigned seating / the boarding process2 Flyer seating preferences Percent of Customers who prefer assigned seats 80% 86% Southwest Customers Other airline customers1 1


 
69 Premium seating is highly desirable to Customers Our most loyal Customers and those flying longer haul especially desire premium seating Assigned seating Premium features Product differentiation Customer desire for premium seating Optionality Premium seat offerings provide more optionality to Customers who desire a more elevated experience Long-haul flights Access to premium seats is particularly important to Customers on long-haul flights, when comfort is more important A-List / A-List Preferred access Our most loyal Members rank access to premium seats among their top three desired benefits


 
70 Customer-friendly policies are key in driving differentiation A reminder about Southwest’s core Customer value proposition Two bags fly free No cancel or change fees Basic economy $99 fee Basic economy $99 fee Basic economy $99 fee Basic economy excluded Basic economy $100 fee Free same day standby Basic economy & int’l excluded Basic economy excluded $75 fee Points don’t expire Expire after 24 months Credits don’t expire Cash + Points Basic economy excluded Assigned seating Premium features Product differentiation


 
Differentiation is an important factor in Customers’ choice ‘Bags fly free’ is central to our Customers’ purchase habits and brand value Source: 2024 ‘bags fly free’ Customer research and Business Case Assigned seating Premium features Product differentiation How familiar are Southwest Customers with its ‘bags fly free’ policy? When selecting Southwest Airlines, which features matter most? Rank the top features that differentiate Southwest Airlines >97% 72% 52% 44% 70% 66% 65% 63% 49% 47% 82%Has the most affordable prices Has nonstop flights to my preferred destinations Offers free checked bags Has a flexible policy for ticket changes or cancellations Has flight times available for the time of day I want to travel Offers free checked bags Has a flexible policy for ticket changes or cancellations Has the most affordable prices Has nonstop flights to my preferred destination Has a good frequent flyer program 71


 
72 Eliminating the 'bags fly free' policy would destroy value 1. Lost market share is net of lower cost of carry from fewer Passengers Source: 2024 ‘bags fly free’ Customer research and Business Case Financial impact 0 free bags for WGA, 1 free bag for WGA+, 2 free bags for Anytime and Business Select ~$1.5B New bag revenue ~($1.8B) Lost market share1 ~($0.3B) Net loss Customer impact Significant brand impact (including sharp drop in NPS) No longer perceived as ‘Customer first’ Loss of a primary differentiator Annual EBIT loss estimated at ~$300M Assigned seating Premium features Product differentiation Impact analysis Scenario >


 
73 Meeting Customer preferences drives revenue and Shareholder value Assigned seating Premium seating Product differentiation Adding features that drive higher load factors and/or higher yields A guaranteed premium seat generates ancillary revenue per passenger Our differentiated product with Customer- friendly policies drives Customer choice More demand More revenue per Customer More market share


 
Reimagining our core product


 
75 Our core product offering will feature changes in three areas Seat selection at booking New seating configurations Modernized cabin Ability to select standard or premium seats at booking Introduction of extra legroom seats New seats, updated overhead bins, better WiFi, etc.


 
76 Seating and boarding offerings increase with higher fare products Offerings will also generate revenue as ancillary products Seat type Seat assignment Boarding priority Business Select Anytime Wanna Get Away Wanna Get Away


 
Introducing extra legroom seats Revenue uplift potential Generates similar revenue potential to business class (2x2 seating) or blocked middle seat, with minimal seat loss Customer demand Broadly appealing product designed for both business and leisure travelers Brand consistency Supports our brand ethos; giving our Customers new options for extra space without dividing the cabin into haves and have-nots Speed to market Utilizes our current seats and seamlessly integrates into our plans to install new seats, enabling faster retrofits without delays for new seat procurement 77


 
ELR pitch1 Standard pitch1 Seats lost ELR seats Total seats ELR % 34” 31” 0 68 175 39% 34” 31” -2 48 148 32% 36” 31” -6 40 137 29% 78 Cabin layout maximizes seats that can be monetized with minimal impact to aircraft density – improving profitability per square foot 1. Pitch numbers are what is represented on the majority of seats in the section 737-8 / 737-800 737-700 737-7 ~30%+ of seats have extra legroom (ELR) and the rest have among the best-in-industry standard pitch


 
79 Preserving our unique and superior ordinal onboarding process The process will be very familiar, continuing to board using boarding positions and stanchions We are preserving our operational efficiency and providing a better Customer Experience 8.5M Simulated flights 3.3M Simulated boarding hours 20 Cameras 200+ Hours of video footage Digital simulations Live boarding simulations ✓ Real airport environment ✓ Real Passenger mix ✓ Real aircraft


 
80 Capping off a purposeful plan to modernize the cabin Translating Customer value into Shareholder value Aircraft already equipped with larger bins, in-seat power, and improved WiFi have seen higher NPS scores when these features come together • +5 ppts improvement in bin satisfaction and fewer gate checked bags • Doubled WiFi bandwidth per user What’s been done


 
81 Capping off a purposeful plan to modernize the cabin Translating Customer value into Shareholder value As we add new and extra legroom seats, the onboard experience will be even better • Seat selection, with pitch among the best in the industry • New RECARO seats are 400% more preferred than current • New 6-way headrests, more cushioning for ergonomics, and personal electronic device holders • New fresh look to promote comfort and relaxation What’s to come


 
82 Our assigned seat rollout plan balances managing executional risk with speed to market and value Critical path activity 2023 2024 2025 2026 Extensive 3rd party research confirms Customer preferences Seeking FAA approval of supplemental type certificate (STC) to modify aircraft product Starting in 1Q2025, begin retrofitting 50-100 aircraft per month with ELR seating configurations Updates underway to 60+ front-end and back-end technology applications Preparing to train and equip ~55K Employees to support Sell and Operate Implementation Research & design Aircraft retrofit Technology (Build then test) Training Sell Operate Announce new assigned seating and premium seating product FAA certification


 
83 Multiple value drivers in our plan We expect our new core product will generate ~$1.5B in incremental EBIT in 2027 New seating products are expected to more than offset lost revenue ~30%+ of each aircraft will feature extended legroom seats, equating to >70M flown seats with extended legroom Selecting preferred seats in the front of the cabin is also expected to generate additional income All lost EarlyBird and Upgraded Boarding revenue is expected to be more than offset The 737-700 will lose a row and the -7 will lose two seats; all other aircraft maintain current seat counts Fare upsell Ancillary Lost EarlyBird & Upgraded Boarding Seats lost Incremental OpEx Total ~$1.5B ll r i l Revenue impact


 
84 Staying true to the Southwest promise to drive Shareholder value Customer-friendly policies • Bags fly free • Industry-leading base product in Wanna Get Away • Industry-leading Rapid Rewards Program Southwest Hospitality • Fantastic Employees who provide great Customer Service • Assigned seating unlocks new opportunities to provide Hospitality in the cabin Comfortable cabin • Comfortable seat pitch • Customer Experience improvements onboard


 
Extending our value proposition beyond the core product


 
Enhanced vacations product Product re-launch allows us to fully leverage our strengths in vacation packages market 86 We are building additional value drivers on top of our core product Loyalty and co-brand Our new core product strengthens Rapid Rewards Airline partnerships Partnerships expand the reach of Southwest and Rapid Rewards globally


 
87 Airline partnerships expand our network across the globe We will launch our first partner in early 2025 with transatlantic connectivity We plan to add at least one more partner in 2025 We will eventually sell partners in our Southwest channels – with assigned seats Drive incremental Passengers without adding aircraft Global expansion of our network Make Rapid Rewards and our co-brand program even more valuable to Customers What we will be doingWhy partnerships matter Enhanced vacations product Loyalty and co-brandAirline partnerships


 
88 Introducing Getaways by Southwest A new vacations booking platform launching in mid-2025 to expand what Customers love about Southwest to their entire vacation experience Value drivers Grow high-margin revenue with low CapEx and headcount investment Use direct channel strength and build on existing Customer base Drive leisure market growth Enhanced vacations product Loyalty and co-brandAirline partnerships


 
89 Evolved product and expanded portfolio boost Rapid Rewards’ value Enhanced Rapid Rewards appeal drives more enrollments, increased Cardmember engagement Grow membership • Broadened appeal with better core product • Additional ways to earn and redeem loyalty currency ✓ Long-haul international trips via airline partnerships ✓ Vacations products via Getaways by Southwest New benefits to increase engagement • Seat selection and extra legroom benefits for A-List Preferred / A-List • Enhanced co-brand benefits Improved loyalty unit economics Enhanced vacations product Loyalty and co-brandAirline partnerships


 
90 Key takeaways Customers want new products, and we will meet their needs We are building additional value drivers on top of our core product Changes will be made in a uniquely Southwest way The plan supports significant economic value creation


 
Tammy Romo Transforming for sustainable profitability and Shareholder returns


 
Building on a strong financial foundation


 
93 We have an industry-leading balance sheet Note: Figures shown above as of 09/20/2024, except as noted for unencumbered assets 1. Includes $9.4 billion in cash and cash equivalents and short-term investments and a fully available revolving credit line of $1.0 billion 2. Net cash position is calculated as the sum of cash and cash equivalents and short-term investments, less the sum of short-term and long-term debt 3. Includes the estimated market value for the Company's Rapid Rewards loyalty program as of 9/20/2024, and the net book value of unencumbered aircraft, and non-aircraft assets such as spare engines, ground equipment, and real estate as of 6/30/2024 93 $10.4B $1.4B ~$40B BBB Liquidity1 Net cash2 position Value of unencumbered assets3 Or better credit rating


 
94 Our relative unit cost advantage remains strong Our relative unit cost advantage remains ~20% below the Legacy carriers 1. Stage-length adjusted to Southwest's 2Q2024 average stage length Source: Carrier filings, Diio Schedule, and DOT T-100 data 6.41 8.98 10.13 11.59 ULCC LCC Legacy 8.1 11.5 12.85 14.62 ULCC LCC Legacy +40% -11% -22% +42% -10% -21% Pre-pandemic unit costs 2Q2019, excluding fuel and profitsharing, stage-length adjusted1 Current unit costs 2Q2024, excluding fuel and profitsharing, stage-length adjusted1


 
Pilots Flight Attendants N/A Ramp N/A N/A N/A Customer Service N/A N/A N/A Mechanics N/A N/A 95 We have labor cost stability We have contracts in place with all labor groups through 3Q2027 Source: Carrier filings Labor cost stability Open contract in 2024/2025 Non-contractN/A


 
Executing our plan to drive Shareholder returns


 
97 Additional elements of our financial plan Removing costs from the business through efficiency and optimization Monetizing assets in a low growth environment to drive profits Exercising discipline while managing toward long-term goals Disciplined cost initiative Strategic fleet management Prudent capital deployment


 
98 Multi-year plan expected to deliver over $500M1 in cost savings Run rate savings in 2027 1. Excludes profitsharing Today +$500M 2027 Minimize hiring Optimize scheduling efficiency Capitalize on supply chain opportunities Improve corporate efficiency Disciplined cost initiative Strategic fleet management Prudent capital deployment


 
99 Capacity moderation through turn, redeyes, and modernization 1. Average year-over-year growth for 2015-2019 Capacity moderation Year-over-year ASM growth by period TurnRedeyes Net fleet changes 2015 → 20191 2023 2024 2025 2026 2027 Capacity that requires minimal CapEx 1%-2% per year Disciplined cost initiative Strategic fleet management Prudent capital deployment ~3% ~15% ~4%


 
100 Our fleet and order book have significant value We are actively pursuing opportunities to monetize the value of our all-Boeing 737 fleet (a) The delivery timing for the -7 is dependent on the FAA issuing required certifications and approvals to Boeing and the Company. The FAA will ultimately determine the timing of the -7 certification and entry into service, and the Company therefore offers no assurances that current estimations and timelines are correct. (b) The Company has flexibility to designate firm orders or options as -7s or -8s, upon written advance notification as stated in the contract (c) Includes 18 -8 deliveries received year-to-date through September 26, 2024. Given the Company's continued discussions with Boeing and expected aircraft delivery delays, the Company continues to plan for approximately 20 -8 aircraft deliveries in 2024. Note: This contractual order book does not include the impact of delivery delays and is subject to change based on ongoing discussions with Boeing The Boeing Company -7 Firm orders -8 Firm orders -7 or -8 Options Total 2024 27 58 — 85 (c) 2025 44 21 8 73 2026 59 — 27 86 2027 19 46 25 90 2028 15 50 25 90 2029 38 34 18 90 2030 45 — 45 90 2031 45 — 45 90 288 (a) 209 (b) 197 694 Value of our order book Access to nearly 700 aircraft through 2031 Significant flexibility, including options, deferral rights, and ability to change mix of -7s and -8s Value driver with a competitive pricing advantage Opportune market conditions to sell excess aircraft Selectively considering sale-leasebacks while maintaining leverage targets​ Current 737 Contractual Order Book as of September 26, 2024


 
27% 60% 73% 40% 100% Start of 2024 2027 2031 101 We have a generational fleet modernization opportunity Our plan supports an all -7 / -8 fleet with an average age of five years in 2031 1. On order (firm and options) or on backlog Fleet composition through 20311 Disciplined cost initiative Strategic fleet management Prudent capital deployment -700 / -800 -7 / -8


 
102 Our capital allocation priorities Thoughtful approach with emphasis on returning value to our Shareholders Disciplined cost initiative Strategic fleet management Prudent capital deployment Minimize fleet CapEx, leveraging the value in our existing assets Continue to invest in infrastructure to optimize our operations Manage our debt levels to retain investment-grade credit ratings Returns to Shareholders through dividends and share repurchases


 
~$1.5B ~$1.5B ~$2.1B ~$0.5B 103 Fleet strategy helps moderate CapEx 1. Based on the Company's contractual order book with Boeing as of September 26, 2024, contractual aircraft commitments by year are ~$2.3B in 2024, ~$1.8B in 2025, ~$1.8B in 2026, and ~$2.6B in 2027 Aircraft Non-aircraft Contractual commitments Fleet strategy Average 2024-2027 net capital expenditures Disciplined cost initiative Strategic fleet management Prudent capital deployment Retain commitment to fleet modernization Offset CapEx with opportunistic fleet transactions Continue modernization efforts through technology and facilities investments 1


 
104 Preserving our investment-grade balance sheet Significant deleveraging in 2025 based on our debt obligations and scenario prepayment $0.3B $2.1B $1.6B $1.3B $0.3B $0.1B $0.5B $1.0B $1.1B $1.7B 2024 2025 2026 2027 2028 2029 2030+ Convertible notes Bullet maturities Payroll Support Program (PSP) loans Expected PSP prepayments Disciplined cost initiative Strategic fleet management Prudent capital deployment


 
105 Resuming share repurchase program with $2.5B authorization Longstanding commitment to return value to Shareholders 1. Displays aggregate share repurchases and dividends to date Over $13B returned to shareholders since 20111 2011 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 2023 2024 2027 Disciplined cost initiative Strategic fleet management Prudent capital deployment Cumulative dividends and share repurchases1 5+


 
Supporting a path to sustainable prosperity


 
2025 2026 2027 107 Initiatives are well underway and expected to drive incremental EBIT ~$4B in cumulative EBIT contributions expected in 2027 1. The Company expects Getaways to fully mature beyond 2027 Monetize Customer value proposition Optimize capital allocation Increase efficiency & lower cost Tactical S tr a te g ic Getaways by Southwest1 Airline partnerships Extra legroom & seat assignment Capital discipline Fleet strategy Shareholder returns Turn 24-hour operations Service modernization Cost initiative Continual network optimization & maturation Marketing & distribution evolution Revenue management maturation Revenue contribution to cumulative initiative EBIT ~⅔ ~¾ ~¾ ~$1.5B ~$3.0B ~$4.0B


 
2024 2025 2026 2027 Fleet strategy opportunity Core operations 108 Tactical and strategic initiatives provide a path to prosperity Our plan delivers ROIC well above WACC in 2027 ROIC contributions After-tax ROIC WACC ~9% 5%-8% 10%-13% ≥15%


 
109 Our 2027 targets support strong Shareholder returns 1. As measured in year-over-year available seat miles 1% to 2% Capacity1 >$1 billion Free cash flow Low to mid 30% Leverage Investment-grade credit rating Balance sheet ~10% Operating margin ≥15% ROIC ≥


 
Key takeaways 110 Industry-leading balance sheet and a strong foundation Transformational initiative portfolio for sustainable profitability Idiosyncratic opportunities to unlock additional value A clear path to achieve 2027 targets


 
Bob Jordan Southwest. Even Better.


 
Southwest. Even Better. A strong foundation and industry-leading position Thoughtfully transforming our product as Customer preferences evolve An approach that is rooted in data and research Executing our plan to drive Customer and Shareholder value A comprehensive and measurable plan to deliver ROIC ≥15% 112


 
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SOUTHWEST AIRLINES UNVEILS ITS “SOUTHWEST. EVEN BETTER.” TRANSFORMATIONAL PLAN AT INVESTOR DAY • Reimagines core product to meet evolving Customer preferences and increase revenue opportunities • Launches new commercial initiatives to enhance Customer Experience and drive value while preserving flexible policies like bags fly free1 • Expects to deliver in 2027: approximately $4 billion2 in cumulative incremental earnings before interest and taxes (EBIT) contribution and after-tax return on invested capital (ROIC) of 15 percent or greater, well above weighted average cost of capital (WACC) • Board approves $2.5 billion share repurchase program DALLAS—Sept. 26, 2024—Southwest Airlines Co. (NYSE: LUV) (“Southwest®” or the “Company”) today will host an Investor Day briefing in Dallas where Southwest Leaders will outline next steps in a comprehensive three-year plan that builds upon the Company’s unique business model for an even better Southwest. The carrier is transforming its Customer Experience to provide more choices and greater comfort for Customers, designed to drive revenue growth and return the carrier to industry-leading profitability. “We’re now ushering in a new era at Southwest, moving swiftly and deliberately to transform the Company by elevating the Customer Experience, improving financial performance, and driving sustainable Shareholder value,” said Bob Jordan, President, Chief Executive Officer, and Vice Chairman of the Board. Key themes and new initiatives to be detailed at Investor Day include: Transforming Our Product to Meet Customer Preferences Southwest’s transformation is guided by data-driven research of travelers’ changing needs and expectations. Southwest’s evolution will provide even more choices for its Customers and preserve aspects of the business that make the airline unique among its competitors: • Assigned Seating: Southwest will broaden its consumer appeal and boost demand through an assigned seating model. Airline passengers now have a clear preference for seat assignments: 80 percent of Southwest Customers and 86 percent of passengers who choose other airlines want assigned seats. Southwest flies farther than ever, and seat assignments are a higher priority on long-haul flights. The Company expects to


 
2 begin selling assigned seats in the second half of 2025, with its first flights operating with the new model in the first half of 2026. • Premium Seating: Market research shows that the preference for an assigned seat with extra legroom offers broad appeal for both business and leisure travelers. Southwest will offer extra legroom options with up to five additional inches of pitch for approximately a third of its seats while maintaining a standard economy seat pitch among the best in the industry. New seating product options will drive demand and are expected to generate more revenue per passenger. • Southwest Boarding with Upgrades: Southwest will evolve its boarding process with seat assignments while focusing on operational efficiency and improving the Customer Experience. The updated boarding process will maintain Southwest’s unique and popular approach in boarding through position numbers and signage displayed on stanchions within the gate area. The carrier’s most loyal Customers and those who purchase premium seating will continue to be among the first to board. • Bags Continue to Fly Free: Extensive research reinforces Southwest’s bags fly free® policy1 remains the most important feature by far in setting Southwest apart from other airlines. Based on Southwest’s research, the Company believes that any change in the current policy that provides every Customer two free checked bags1 would drive down demand and far outweigh any revenue gains created by imposing and collecting bag fees. “We’ve spent the past few years laying a foundation that serves as the base of our transformation,” said Ryan Green, Executive Vice President Commercial Transformation. “We’ve already started rolling out modernized cabins with improved WiFi, in-seat power, larger overhead bins, enhanced operational efficiencies, and optimized flight schedules. We will continue to build upon our unique competitive advantages, while adapting to consumer priorities in today’s dynamic environment.” New Offerings to Broaden Appeal and Strengthen Revenue In addition to offering more Customer choice, Southwest will launch new capabilities and products designed to add value and revenue potential: • Global Airline Partnerships: Southwest is formalizing partnerships with international carriers to expand its network and connect Customers with more global destinations to generate additional demand for travel across the Southwest network. Icelandair will


 
3 become Southwest’s initial partner with an expected launch in 2025 through Baltimore- Washington International Airport, which will serve as its first U.S. gateway for the carriers. The Icelandair partnership will expand gateways throughout 2025, and Southwest intends to add at least one additional partner carrier next year. • Getaways by Southwest: In 2025, the Company intends to launch a new product, Getaways by Southwest, offering vacation packages that are unique to the industry and come with friendly policies that Customers expect from a Southwest-operated venture. These customizable vacation bundles will feature Southwest’s generous cancellation policy and flexibility with its no change fees for flights extending to hotels and other elements of packaged vacations. • Rapid Rewards®3 Enhancements: Throughout the transformation, all Members will earn and redeem points at the same rate that they do today, and Southwest will continue to offer no blackout dates, uncapped reward seat availability, and points that don’t expire. The airline will update its Tier Benefits with the transformation giving A-List and A-List Preferred Members even better benefits. The airline also soon will share updates to its credit card program, including how assigned seats and premium seating will offer Cardmembers even more value. Until then, Cardmembers will continue to take advantage of their current card benefits. Eventually, Rapid Rewards Members also will have more opportunities to earn and redeem points for longer-haul international destinations with development of its airline partnerships and the evolution of its Getaways by Southwest product. Optimizing Operational Efficiencies Southwest is focusing on operational efficiencies to mitigate cost pressures and modernize processes. These efforts are designed to fund nearly all new capacity growth over the next three years without incremental aircraft capital deployment: • 24-Hour Operations: In February 2025, Southwest expects to begin offering redeye flying in key markets to maximize aircraft utilization. • Turn Times Between Flights: The airline is aiming to further reduce the time it takes to turn an aircraft, which is intended to increase its aircraft productivity, while making day- to-day processes easier for Employees.


 
4 Delivering a Financial Plan to Drive Sustainable Profitability and Shareholder Returns “The strategic vision announced today is designed to return us to financial prosperity and drive value creation,” said Tammy Romo, Executive Vice President and Chief Financial Officer. “We have a clear and measurable path that we expect will enable us to cover our WACC in 2026 and achieve after-tax ROIC of at least 15 percent in 2027.” Key elements of Southwest’s financial plan include: • Cost Discipline: The Company’s multi-year plan is expected to deliver an estimated $500 million run rate of cost savings in 2027, by minimizing hiring, optimizing scheduling efficiency, capitalizing on supply chain opportunities, and improving corporate efficiency. • Strategic Fleet Management: Southwest is pursuing opportunities to monetize the value of its fleet order book and drive a significant fleet modernization, with the goal of achieving an average fleet age of just five years in 2031. The Company’s fleet strategy is expected to reduce average aircraft capital expenditures to approximately $500 million through 2027. • Prudent Capital Deployment: Southwest is balancing its capital allocation priorities to minimize capital expenditures on aircraft, continue investing in infrastructure that optimizes operations, and manage debt to preserve the airline’s investment-grade balance sheet, all while returning capital to Shareholders through dividends and share repurchases. The Board of Directors today approved a $2.5 billion share repurchase program, reflecting the Board’s confidence in the strategic plan and new revenue- generating initiatives, and in management’s ability to execute. Financial Targets The Company’s three-year financial plan is expected to support its long-term targets for sustainable profitability: • Approximately $4 billion2 in cumulative incremental run rate EBIT contribution in 2027 • ROIC of 15 percent or greater, well above WACC in 2027


 
5 Investor Day Webcast Details Southwest Airlines’ Investor Day begins at 10:30 a.m. Eastern Daylight Time, 9:30 a.m. Central Daylight Time, and will be webcast live through a link available on the Investor Relations page at Southwest.com. 1 First and second checked bags. Weight and size limits apply. 2 Estimated cumulative run rate EBIT contribution to the Company’s 2027 base business financial performance from its portfolio of initiatives included in its comprehensive three-year financial plan. 3All Rapid Rewards rules and regulations apply and can be found at Southwest.com/rrterms. Cautionary Statement Regarding Forward-Looking Statements This news release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934 (the "Exchange Act"). Specific forward-looking statements include, without limitation, statements related to (i) the Company’s initiatives, strategic priorities and focus areas, plans, goals, and opportunities, including with respect to (a) increasing revenue opportunities, (b) enhancing the Customer experience, (c) building value drivers, (d) driving revenue growth, (e) improving financial performance and returning to industry-leading profitability, (f) driving sustainable profitability and Shareholder value, (g) Shareholder returns, (h) financial prosperity, (i) value creation, (j) operational efficiency, (k) managing and mitigating cost pressures and removing costs, (l) capital deployment and allocation, and (m) extracting value from the fleet and the fleet order book; (ii) the Company's financial and operational outlook, expectations, goals, plans, strategies, and projected results of operations, including with respect to its initiatives, and including factors and assumptions underlying the Company's expectations and projections; (iv) the Company’s expectations with respect to the U.S. airline industry, Passenger demand, and backdrop trends; (iii) the Company’s plans and expectations with respect to assigned and premium seating, including expected benefits, Customer demand, timing of implementation and bookings, retrofits, cabin layout, and FAA certification; (iv) the Company’s plans and expectations with respect to the boarding model; (v) the Company’s plans and expectations with respect to airline partnerships and enhanced vacation products, including Getaways by Southwest; (vi) the Company’s plans and expectations with respect to its Rapid Rewards Program, including planned enhancements, and loyalty revenue performance; (vii) the Company’s fleet plans and expectations, including with respect to fleet utilization, fleet modernization, fleet management, flexibility, expected fleet deliveries and retirements, refreshed cabin design, in-seat power, larger overhead bins, increased WiFi, and new seats, and including factors and assumptions underlying the Company's plans and expectations; and (viii) the Company's plans, estimates, and assumptions related to repayment of debt obligations, leverage, credit ratings, interest expense, effective tax rate, capital spending, infrastructure spending, capital allocation, and shareholder returns, including factors and assumptions underlying the Company's expectations and projections. These forward-looking statements are based on the Company's current estimates, intentions, beliefs, expectations, goals, strategies, and projections for the future and are not guarantees of future performance. Forward-looking statements involve risks, uncertainties, assumptions, and other factors that are difficult to predict and that could cause actual results to vary materially from those expressed in or indicated by them. Factors include, among others, (i) the impact of fears or actual outbreaks of diseases, extreme or severe weather and natural disasters, actions of competitors (including, without limitation, pricing, scheduling, capacity, and network decisions, and consolidation and alliance activities), consumer perception, economic conditions, fuel prices, banking conditions,


 
6 fears or actual acts of terrorism or war, sociodemographic trends, and other factors beyond the Company's control, on consumer behavior and the Company's results of operations and business decisions, plans, strategies, and results; (ii) the Company's ability to timely and effectively implement, transition, operate, and maintain the necessary information technology systems and infrastructure to support its operations and initiatives, including with respect to revenue management and assigned and premium seating; (iii) the cost and effects of the actions of activist shareholders; (iv) the Company’s ability to obtain and maintain adequate infrastructure and equipment to support its operations and initiatives; (v) the Company's dependence on The Boeing Company (“Boeing”) and Boeing suppliers with respect to the Company's aircraft deliveries, Boeing MAX 7 aircraft certifications, fleet and capacity plans, operations, maintenance, strategies, and goals; (vi) the Company's dependence on the Federal Aviation Administration with respect to safety approvals for the new cabin layout and the certification of the Boeing MAX 7 aircraft; (vii) the Company's dependence on other third parties, in particular with respect to its technology plans, its plans and expectations related to revenue management, operational reliability, fuel supply, maintenance, and Global Distribution Systems, and the impact on the Company's operations and results of operations of any third party delays or nonperformance; (viii) the Company’s ability to timely and effectively prioritize its initiatives and focus areas and related expenditures; (ix) the impact of labor matters on the Company's business decisions, plans, strategies, and results; (x) the impact of governmental regulations and other governmental actions on the Company's business plans, results, and operations; (xi) the Company's dependence on its workforce, including its ability to employ and retain sufficient numbers of qualified Employees with appropriate skills and expertise to effectively and efficiently maintain its operations and execute the Company’s plans, strategies, and initiatives; (xii) the emergence of additional costs or effects associated with the cancelled flights in December 2022, including litigation, government investigation and actions, and internal actions; and (xiii) other factors, as described in the Company's filings with the Securities and Exchange Commission (“SEC”), including the detailed factors discussed under the heading "Risk Factors" in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2023, and in the Company’s Quarterly Report on Form 10-Q for the fiscal quarter ended June 30, 2024. ABOUT SOUTHWEST AIRLINES CO. Southwest Airlines Co. operates one of the world’s most admired and awarded airlines, offering its one-of-a-kind value and Hospitality at 117 airports across 11 countries. Southwest took flight in 1971 to democratize the sky through friendly, reliable, and low-cost air travel and now carries more air travelers flying nonstop within the United States than any other airline4. Based in Dallas and famous for an Employee-first corporate Culture, Southwest maintains an unprecedented record of no involuntary furloughs or layoffs in its history. By empowering its more than 74,0005 People to deliver unparalleled Hospitality, the maverick airline cherishes a passionate loyalty among more than 137 million Customers carried in 2023. That formula for success brought industry-leading prosperity and 47 consecutive years6 of profitability for Southwest Shareholders (NYSE: LUV). Southwest leverages a unique legacy and mission to serve communities around the world including harnessing the power of its People and Purpose to put communities at the Heart of its success. Learn more by visiting Southwest.com/citizenship. As the airline with Heart, Southwest has set a goal to work toward achieving net zero carbon emissions by 20507. Southwest has also set near-term targets and a three- pillar strategy to achieve its environmental goals. Learn more by visiting Southwest.com/planet. 4 Based on U.S. Dept. of Transportation quarterly Airline Origin & Destination Survey since Q1 2021 5 Fulltime-equivalent active Employees


 
7 6 1973-2019 annual profitability 7 Our net zero by 2050 goal includes Scope 1, Scope 2, and Scope 3 Category 3 emissions only and excludes any emissions associated with non-fuel products and services, such as inflight service items. Media Contacts: Visit the Southwest Newsroom at swamedia.com for multimedia assets and other Company news. Important Additional Information The Company intends to file a proxy statement and a WHITE proxy card with the SEC in connection with the solicitation of proxies for the Company’s next meeting of Shareholders (whether an Annual or Special Meeting of Shareholders (the “Shareholder Meeting”)). SHAREHOLDERS OF THE COMPANY ARE STRONGLY ENCOURAGED TO READ SUCH PROXY STATEMENT, ACCOMPANYING WHITE PROXY CARD AND ALL OTHER DOCUMENTS FILED WITH, OR FURNISHED TO, THE SEC CAREFULLY AND IN THEIR ENTIRETY WHEN THEY BECOME AVAILABLE AS THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE SHAREHOLDER MEETING. Shareholders will be able to obtain the Company’s proxy statement, any amendments or supplements to the proxy statement and other documents filed by the Company with the SEC at no charge at the SEC’s website at www.sec.gov. Copies will also be available at no charge at the Company’s website at https://www.southwestairlinesinvestorrelations.com/financials/sec-filings. Participant Information For participant information, see the Company’s soliciting material filed as “DEFA14A” with the SEC on Sept. 10, 2024, and available here.