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Southwest, Activist Investor Make Peace

Under a settlement agreement, several new independent directors will be appointed to Southwest’s board on Nov. 1.

Southwest Airlines Boeing 737 airplanes at Dallas Love Field (Photo: Shutterstock | Markus Mainka)

Southwest announced plans Thursday to appoint six new independent directors to its board as part of an agreement reached with Elliott Investment Management L.P. to end hostilities between the two sides.

According to a Southwest news release on Thursday, appointees David Cush, Sarah Feinberg, Dave Grissen, Gregg Saretsky and Patricia Watson will become independent directors of the board effective on Nov. 1. Pierre Breber, the former vice president and CFO of Chevron, was also appointed to the board.

Executive Chairman Gary Kelly will accelerate his retirement, which – along with the previously announced retirements of six other Southwest directors – will go into effect on Nov. 1. After his retirement, Kelly will assume the title of Chairman Emeritus.

The new board – reduced to 13 members by Southwest’s 2025 annual shareholder meeting – will appoint a new independent chairman. Saretsky, Cush and three additional Directors to be appointed by the reconstituted Board will serve on the Finance Committee, with Saretsky serving as Chair.

“We are pleased to have reached a collaborative resolution with Elliott, continuing our Board refreshment with the addition of new directors who bring complementary skills and experience,” Kelly said in the release. “I am confident this Board will continue to hold the leadership team accountable for executing its transformational plan and delivering financial performance. It has been the honor of my lifetime to work with our People and serve our Customers in making Southwest the leader it is today. I believe Southwest’s best days lie ahead under the vision and leadership of Bob Jordan and the oversight of this reconstituted Board.”

As part of the collaboration, Southwest entered into a cooperation agreement with Elliott to halt hostilities between the two. Additionally, Elliott has informed Southwest that it withdrew its request to call a special meeting of shareholders. Elliott also no longer intends to nominate candidates to stand for election to Southwest’s board.

Elliott Partner John Pike and Portfolio Manager Bobby Xu provided the following statement:

“We are pleased to have come to an agreement with Southwest on the addition of six new directors that will enhance and revitalize its Board,” they said. “They are all highly qualified and will bring diverse skills and backgrounds to the task of overseeing Southwest under the leadership of a new Board Chairman. We believe the strategic changes Southwest has announced since we commenced our engagement, together with the new independent directors and governance improvements, will position the Company to enhance business performance, drive operational execution and evaluate additional changes to create long-term shareholder value. We are grateful to Southwest’s shareholders, labor groups, and leadership for their constructive engagement, and we look forward to a strengthened Southwest delivering on its full potential.”

During Thursday’s earnings call, Southwest CEO Bob Jordan commented on the recent settlement with Elliott.

“We’re very pleased to have come to a collaborative resolution with Elliott,” Jordan said. “As we welcome our new members to our board – all of whom I had a chance to interview, talk to and get to know – our focus remains on executing our plan, and that’s exactly what we’re going to do. I can promise you it’s all eyes forward here as we work to set up Southwest for success for generations to come.”

AirlineGeeks.com Staff

Author

  • Caleb Revill is a journalist, writer and lifelong learner working as a Junior Writer for Firecrown. When he isn't tackling breaking news, Caleb is on the lookout for fascinating feature stories. Every person has a story to tell, and Caleb wants to help share them! He can be contacted by email anytime at [email protected].

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