Delta Airlines 2010 Annual Report Download - page 101

Table of Contents
ITEM 9B. OTHER INFORMATION
None.
PART III
ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE OF THE REGISTRANT
Information required by this item is set forth under the headings "Corporate Governance Matters," "Proposal 1—Election of Directors—Certain
Information About Nominees" and "Other Matters—Section 16 Beneficial Ownership Reporting Compliance" in our Proxy Statement to be filed with the
Commission related to our Annual Meeting of Stockholders ("Proxy Statement"), and is incorporated by reference. Pursuant to instruction 3 to paragraph
(b) of Item 401 of Regulation S-K, certain information regarding executive officers is contained in Part I of this Form 10-K.
ITEM 11. EXECUTIVE COMPENSATION
Information required by this item is set forth under the headings "Director Compensation," "Corporate Governance Matters—Compensation Committee
Interlocks and Insider Participation" and "Executive Compensation" in our Proxy Statement and is incorporated by reference.
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER
MATTERS
Securities Authorized for Issuance Under Equity Compensation Plans
The following table provides information about the number of shares of common stock that may be issued under the 2007 Performance Compensation
Plan, Delta's only equity compensation plan, as of December 31, 2010.
(c)
(b) No. of Securities
(a) Weighted- Remaining Available for
No. of Securities Average Exercise Future Issuance Under
to be Issued Upon Price of Equity Compensation Plans
Exercise of Outstanding Outstanding (Excluding Securities
Options, Warrants and Options, Warrants Reflected in
Plan Category Rights(1) and Rights Column (a))(2)
Equity compensation plans approved by securities holders 13,658,987 $ 10.68 35,107,547
Equity compensation plans not approved by securities holders — — —
Total 13,658,987 $ 10.68 35,107,547
(1) Includes stock options granted under Delta's 2007 Performance Plan. The 2007 Performance Plan was approved by the Bankruptcy Court as part of our
Plan of Reorganization. Accordingly, issuances under the 2007 Performance Plan are deemed to be approved by stockholders under Delaware General
Corporation Law. In connection with the Merger, Delta stockholders approved an amendment to the 2007 Performance Plan to increase the number of
shares of common stock issuable under the Plan.
(2) Up to 157 million shares of common stock are available for issuance under the 2007 Performance Plan. If any shares of our common stock are covered
by an award under the 2007 Performance Plan that is cancelled, forfeited or otherwise terminates without delivery of shares (including shares
surrendered or withheld for payment of the exercise price of an award or taxes related to an award), then such shares will again be available for issuance
under the 2007 Performance Plan. In addition to the 13,658,987 stock options outstanding, 9,198,772 shares of restricted stock remain unvested and a
maximum of 1,974,608 shares of common stock may be issued upon the achievement of certain performance conditions under outstanding performance
share awards as of December 31, 2010.
Other information required by this item is set forth under the heading "Beneficial Ownership of Securities" in our Proxy Statement and is incorporated by
reference.
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