Delta Airlines 2014 Annual Report Download - page 441

(c) Revenue Performance Measures.
The Revenue Performance measures for 2015 will be measured based on the comparison
of Delta’
s TRASM for the 2015 calendar year over the 2014 calendar year relative to the Industry Group Average TRASM for the 2015
calendar year over the 2014 calendar year. The following table describes the performance ranges and award payout levels for 2015
Revenue Performance, subject to Section 4(c) above:
Payouts based on Revenue Performance will be straight-
line interpolated when actual performance results fall above Threshold and
below Target or above Target and below Maximum; provided, however
, if 2015 Financial Performance equals or exceeds the Maximum
performance level, payouts based on Revenue Performance will not be less than the Target amount regardless of whether the actual
performance results fall below Target.
“ Available Seat Mile ” means the consolidated scheduled and non-
scheduled total number of seats available for transporting
passengers during a reporting period multiplied by the total number of miles flown during that period.
“ Industry Group ”
means Alaska Air Group, Inc., American Airlines Group, Inc., JetBlue Airways Corporation, Southwest
Airlines Co., and United Continental Holdings, Inc.
“ Industry Group Average TRASM ”
means the aggregate Total Operating Revenue for all members of the Industry Group
divided by the aggregate Available Seat Miles of all members of the Industry Group.
“ Total Operating Revenue ” means, for Delta and each member of the Industry Group, the applicable company’
s total
operating revenue for a calendar year based on its regularly prepared and publicly available statements of operations prepared in
accordance with accounting principles generally accepted in the United States of America; provided
, with respect to Delta, Total
Operating Revenue shall exclude the portion of revenue associated with refinery sales to third parties net of exchange.
In determining the Total Operating Revenue for Delta and each member of the Industry Group, the Committee shall make such
adjustments with respect to any subject company as is necessary to ensure the results are comparable, including, without limitation,
differences in accounting policies (for example, non-
recurring adjustments to deferred revenue resulting from (i) initial application of
accounting policies; (ii) the application of accounting policies to materially modified contracts; or (iii) significant accounting estimate
changes associated with mergers, acquisitions, divestitures or fresh start accounting as a result of emergence from bankruptcy). Without
limiting the generality of the foregoing, the Committee shall (i) make such determinations based on publicly audited financial statements
filed by the subject company with the U.S. Securities and Exchange Commission and (ii) exclude from any calculation any item of gain,
loss or expense to be extraordinary or unusual in nature or infrequent in occurrence.
5
Threshold Target Maximum
% of Target Revenue Performance Measure Paid 50% 100% 200%
Delta’s 2015 TRASM over 2014 TRASM relative to
Industry Group Average TRASM for the same period 2014 TRASM minus 0.50% points 2014 TRASM 2014 TRASM plus 0.50% points or more