DELTA AIR LINES, INC. | Right To Act By Written Consent at DELTA AIR LINES, INC.

Status
Filed
Previous AGM date
Resolution details
Company ticker
DAL:US
Lead filer
John Chevedden
Resolution ask
Adopt or amend a policy
ESG theme
  • Governance
ESG sub-theme
  • Shareholder rights
Type of vote
Shareholder proposal
Filer type
Shareholder
Company sector
Industrials
Company HQ country
United States
Resolved clause
RESOLVED : Shareholders request that the board of directors take the necessary steps to permit written consent by the shareholders entitled to cast the minimum number of votes that would be necessary to authorize an action at a meeting at which all shareholders entitled to vote thereon were present and voting (without any unnecessary restriction based on length of stock ownership or the method by which shareholders hold their shares). 
Supporting statement
This includes shareholder ability to initiate any appropriate topic for written consent. This includes that any associated request for a record date shall have the lowest allowable figure. This includes that written consent not include a solicitation clause mandating a certain percent of shares be solicited unless legally required. Acting by written consent is hardly ever used by shareholders but the main point of having a right to act by written consent is that it gives shareholders greater standing to engage effectively with management when Delta Air Lines (DAL) underperforms. This proposal received 43% support at the 2025 DAL annual shareholder meeting. This 43% support likely represented more than 50% support from the DAL shares that have access to independent proxy voting advice and are the most informed shareholders regarding DAL ballot items. The 43% vote was impressive since shareholders who lack independent proxy voting advice tend to vote against shareholder proposals because they lack insight to both sides of an issue. A shareholder right to act by written consent could incentivize DAL directors to be more vigilant and more alert to face future headwinds like those that emerged in 2025: In April 2025, amidst rising trade tensions and a decline in consumer confidence, Delta withdrew its initial financial forecast for the year and revised its revenue outlook downward. CEO Ed Bastian indicated the company would not expand flights in the second half of 2025 due to the lower-than-expected demand and economic uncertainty. The 43-day U.S. government shutdown resulted in mandated flight cuts at 40 major U.S. airports, and ultimately an estimated $200 million hit to Delta's fourth-quarter pre-tax profit. DAL was forced to cancel 600 flights, affecting 40,000 passengers. Storms and staffing at the DAL Atlanta hub contributed to significant disruptions, with one estimate pointing to a $125 million revenue loss. DAL stock was at $61 in 2018 and only at $67 in early 2026 in spite of a robust stock market.

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