Carroll William C 4
Accession 0001683168-26-000723
Filed
Feb 2, 7:00 PM ET
Accepted
Feb 3, 4:30 PM ET
Size
12.1 KB
Accession
0001683168-26-000723
Research Summary
AI-generated summary of this filing
Delta Air Lines (DAL) SVP William Carroll Sells Shares
What Happened
William C. Carroll, Senior Vice President, Finance & Controller of Delta Air Lines, disposed of shares in two ways: tax-withheld shares from vested restricted stock and an open-market sale. On Jan 30, 2026, 2,667 shares were withheld to cover tax liabilities related to vested restricted stock awards (1,115; 980; 572 shares) at a withholding price of $65.89 each, totaling about $175,728. On Feb 2, 2026, Carroll sold 5,967 shares in the open market at a weighted average price of $68.10 for proceeds of $406,329. Combined proceeds/dispositions equal roughly $582,057. The withholdings were to satisfy tax obligations upon vesting and are exempt under Rules 16b-3.
Key Details
- Transaction dates and prices:
- Jan 30, 2026: 1,115 shares withheld @ $65.89 = $73,467 (F1)
- Jan 30, 2026: 980 shares withheld @ $65.89 = $64,572 (F2)
- Jan 30, 2026: 572 shares withheld @ $65.89 = $37,689 (F3)
- Feb 2, 2026: Open-market sale of 5,967 shares @ weighted avg $68.10 = $406,329 (F4; price range $68.095–$68.140)
- Shares withheld total: 2,667; open-market shares sold: 5,967; total disposed: 8,634 shares (~$582,057).
- Shares owned after the transactions: not disclosed in the filing.
- Footnotes: F1–F3 = tax withholding on vested restricted stock awards (2023–2025 LTIP grants); vesting date was Feb 1, 2026 (a Sunday), so the Jan 30, 2026 closing price was used. F4 = weighted-average sale price; sale executed in multiple transactions (range provided).
- Filing: Form 4 filed Feb 3, 2026; filing appears timely (no late filing indicated).
Context
The Jan 30 entries are tax-withholdings tied to restricted stock vesting (not purchases or discretionary sales) and are routine for executives receiving equity awards. The Feb 2 open-market sale is a disposition but does not, by itself, indicate the insider’s view on the company—sales can be for many reasons (e.g., diversification, tax planning, cash needs). Purchases generally carry more weight for signaling than routine withholdings or open-market sales.
Insider Transaction Report
- Tax Payment
Common Stock
[F1]2026-01-30$65.89/sh−1,115$73,467→ 14,701 total - Tax Payment
Common Stock
[F2]2026-01-30$65.89/sh−980$64,572→ 13,721 total - Tax Payment
Common Stock
[F3]2026-01-30$65.89/sh−572$37,689→ 13,149 total - Sale
Common Stock
[F4]2026-02-02$68.10/sh−5,967$406,329→ 7,182 total
Footnotes (4)
- [F1]Shares withheld for payment of tax liability upon vesting of a portion of the restricted stock award granted on February 8, 2023 under Delta's 2023 long-term incentive program. This withholding was approved by the Personnel & Compensation Committee of Delta's Board of Directors (the "Committee") and is exempt from Section 16(b) of the Securities Exchange Act of 1934 under Rules 16b-3(d)(1) and 16b-3(e). In light of the restricted common stock vesting date (Sunday, February 1, 2026) occurring on a weekend, the number of shares withheld for payment of tax liability was based upon Delta's closing stock price on Friday, January 30, 2026, the immediately preceding business day.
- [F2]Shares withheld for payment of tax liability upon vesting of a portion of the restricted stock award granted on February 7, 2024 under Delta's 2024 long-term incentive program. This withholding was approved by the Committee and is exempt from Section 16(b) of the Securities Exchange Act of 1934 under Rules 16b-3(d)(1) and 16b-3(e). In light of the restricted common stock vesting date (Sunday, February 1, 2026) occurring on a weekend, the number of shares withheld for payment of tax liability was based upon Delta's closing stock price on Friday, January 30, 2026, the immediately preceding business day.
- [F3]Shares withheld for payment of tax liability upon vesting of a portion of the restricted stock award granted on February 5, 2025 under Delta's 2025 long-term incentive program. This withholding was approved by the Committee and is exempt from Section 16(b) of the Securities Exchange Act of 1934 under Rules 16b-3(d)(1) and 16b-3(e). In light of the restricted common stock vesting date (Sunday, February 1, 2026) occurring on a weekend, the number of shares withheld for payment of tax liability was based upon Delta's closing stock price on Friday, January 30, 2026, the immediately preceding business day.
- [F4]The price reported in column 4 is a weighted average price. The reported shares were sold in multiple transactions through a broker-dealer at prices ranging from $68.095 to $68.140 per share, inclusive. The Reporting Person undertakes to provide, upon request, details regarding the number of shares sold at each separate price to the staff of the Securities and Exchange Commission, Delta Air Lines, Inc., or a security holder of Delta Air Lines, Inc.
Signature
Documents
Issuer
DELTA AIR LINES, INC.
CIK 0000027904
Related Parties
1- filerCIK 0001777758
Filing Metadata
- Form type
- 4
- Filed
- Feb 2, 7:00 PM ET
- Accepted
- Feb 3, 4:30 PM ET
- Size
- 12.1 KB