-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, CRUZxlHF18hiuVuQ9mQ8z3kYarV7TWYf2UFz4UsGrq8pIixRrkaFdHLkaV3USAHf vjpPRPfWacssT5EnaGMYIA== 0001301040-06-000007.txt : 20060213 0001301040-06-000007.hdr.sgml : 20060213 20060213161440 ACCESSION NUMBER: 0001301040-06-000007 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20060209 FILED AS OF DATE: 20060213 DATE AS OF CHANGE: 20060213 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Macenczak Lee A CENTRAL INDEX KEY: 0001293050 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-05424 FILM NUMBER: 06603831 BUSINESS ADDRESS: BUSINESS PHONE: 404-715-2724 MAIL ADDRESS: STREET 1: DELTA AIR LINES, INC., DEPT. 981 STREET 2: P.O. BOX 20574 CITY: ATLANTA STATE: GA ZIP: 30320 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: DELTA AIR LINES INC /DE/ CENTRAL INDEX KEY: 0000027904 STANDARD INDUSTRIAL CLASSIFICATION: AIR TRANSPORTATION, SCHEDULED [4512] IRS NUMBER: 580218548 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: HARTSFIELD ATLANTA INTL AIRPORT STREET 2: 1030 DELTA BLVD CITY: ATLANTA STATE: GA ZIP: 30354-1989 BUSINESS PHONE: 4047152600 MAIL ADDRESS: STREET 1: P.O. BOX 20706 STREET 2: DEPT 981 CITY: ATLANTA STATE: GA ZIP: 30320-6001 FORMER COMPANY: FORMER CONFORMED NAME: DELTA AIR CORP DATE OF NAME CHANGE: 19660908 4 1 edgar.xml PRIMARY DOCUMENT X0202 4 2006-02-09 0000027904 DELTA AIR LINES INC /DE/ DALRQ.PK 0001293050 Macenczak Lee A DELTA AIR LINES, INC., DEPT. 981 P.O. BOX 20574 ATLANTA GA 30320 0 1 0 0 EVP & Chief of Customer Srvc. Common Stock 201.55 I By Plan in Non-ESOP Portion of Account Common Stock 783.333 I By Plan in ESOP Portion of Account Common Stock 2006-02-09 4 I 0 .333 .60 D 783 I By Plan in ESOP Portion of Account Common Stock 2006-02-09 4 M 0 1689.867 A 2472.867 I By Plan in ESOP Portion of Account Common Stock 2006-02-09 4 I 0 .867 .06 D 2472 I By Plan in ESOP Portion of Account Series B ESOP Convertible Preferred Stock 1989-07-10 Common Stock 984.385 I By Plan in ESOP Portion of Account Series B ESOP Convertible Preferred Stock 2006-02-09 4 M 0 984.385 D 1989-07-10 Common Stock 1689.867 0 I By Plan in ESOP Portion of Account For background information regarding all of the transactions reported on this Form 4, see the paragraph titled "BACKGROUND INFORMATION ON SPECIAL DISTRIBUTION PROGRAM UNDER DELTA FAMILY-CARE SAVINGS PLAN" immediately following the footnotes. Capitalized terms used, but not defined, in the footnotes are defined in the background paragraph. Reflects reporting person's proportionate interest in Common Stock held by the Plan in the Non-ESOP portion of the Plan immediately prior to the transactions reported on this Form 4. Reflects reporting person's proportionate interest in Common Stock held by the Plan in the ESOP portion of the Plan immediately prior to the transactions reported on this Form 4. All of the whole shares of Common Stock were distributed to the reporting person's Fidelity IRA in connection with the Distribution, as described in the background paragraph, below, and therefore are now beneficially owned directly by the reporting person. In accordance with the terms of the Plan, the fractional share was paid out in cash by the Plan in connection with the Distribution of the whole shares into the reporting person's Fidelity IRA. These shares of Common Stock were issued upon conversion of the shares of Preferred Stock held in reporting person's ESOP Account in a transaction exempt under Rules 16b-3(c), 16b-3(d) and 16b-6(b). Pursuant to its terms, the Preferred Stock is required to be converted into Common Stock upon its removal from the Plan. The whole shares of Common Stock received as a result of the conversion were deposited into the reporting person's Fidelity IRA, and are now directly owned. Pursuant to the Plan terms, the fractional share was paid out in cash, and the resulting cash was also distributed to the reporting person's Fidelity IRA. Preferred Stock held under the Plan. Each such share is convertible into 1.7155 shares of Common Stock, and has no expiration date. Preferred Stock held in reporting person's ESOP Account immediately prior to the transactions reported on this Form 4. In connection with the Distribution, these shares of Preferred Stock were converted into Common Stock at a rate of 1.7155 shares of Common Stock for each share of Preferred Stock. BACKGROUND INFORMATION ON SPECIAL DISTRIBUTION PROGRAM UNDER DELTA FAMILY-CARE SAVINGS PLAN: The transactions reported on this Form 4 occurred under a program permitting eligible Delta employees, who have participated in the broad-based Delta Family-Care Savings Plan (the "Plan") for at least five years as of December 31, 2005, to receive a distribution (the "Distribution") of the Delta common stock ("Common Stock") and Series B ESOP Convertible Preferred Stock ("Preferred Stock") in the ESOP portion of their Plan accounts ("ESOP Account"). As part of the Distribution, remaining unallocated shares of Preferred Stock were allocated to the ESOP Accounts of participants in the Distribution who chose to transfer their Distribution into a Fidelity IRA and to the ESOP Accounts of Plan participants who did not meet the eligibility requirements necessary to participate in the Distribution. Thereafter, all the shares of Common Stock and Preferred Stoc k held in the ESOP Accounts of Distribution participants were distributed out of the ESOP portion of the Plan. The reporting person elected to roll his Distribution into a Fidelity IRA. In accordance with its terms, each share of Preferred Stock was converted into 1.7155 shares of Common Stock upon removal from the ESOP Account on February 9, 2006, the Distribution date. The program was approved by the U.S. Bankruptcy Court on December 19, 2005. Nanci Oliver Sloan as attorney-in-fact for Lee A. Macenczak 2006-02-13 -----END PRIVACY-ENHANCED MESSAGE-----