-----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, C2rKykCUfiqDIHEKGGC1RnhSc+vcfk+WKlOuNqrwvc47JdHBS9uUzaI2y7OvAvj0 3nNYqs8Bl3soOXPS33wr/w== 0001301040-08-000044.txt : 20081031 0001301040-08-000044.hdr.sgml : 20081031 20081031202537 ACCESSION NUMBER: 0001301040-08-000044 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20081029 FILED AS OF DATE: 20081031 DATE AS OF CHANGE: 20081031 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 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Rogers Kenneth C CENTRAL INDEX KEY: 0001432378 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-05424 FILM NUMBER: 081155873 BUSINESS ADDRESS: BUSINESS PHONE: (404) 763-4925 MAIL ADDRESS: STREET 1: AIR LINE PILOTS ASSOCIATION DELTA MEC STREET 2: 100 HARTSFIELD CENTER PARKWAY SUITE 200 CITY: ATLANTA STATE: GA ZIP: 30354 4 1 edgar.xml PRIMARY DOCUMENT X0303 4 2008-10-29 0000027904 DELTA AIR LINES INC /DE/ DAL 0001432378 Rogers Kenneth C AIR LINE PILOTS ASSOCIATION DELTA MEC 100 HARTSFIELD CENTER PARKWAY, SUITE 200 ATLANTA GA 30354 1 0 0 0 common stock 2008-10-29 4 A 0 0 A 0 I Pursuant to the agreement b/w Delta, Delta MEC and NW MEC SEE EXPLANATORY NOTE As a result of the merger (the "Merger") between Nautilus Merger Corporation, a wholly-owned subsidiary of Delta, and Northwest Airlines Corporation on October 29, 2008, it is expected that Mr. Rogers will, along with other eligible Delta and Northwest pilots, be entitled to receive shares of Delta common stock or the cash proceeds of the sale thereof pursuant to the terms of an agreement among Delta, the Delta Master Executive Council, the Northwest Master Executive Council and the Air Line Pilots Association, International. Subsequent to the closing of the Merger, Delta will issue for the benefit of eligible Delta and Northwest pilots an aggregate number of shares of Delta common stock equal to 3.5% and 2.38%, respectively, of the outstanding equity capitalization of Delta, each determined on a fully-diluted basis after giving effect to the issuance of Delta common stock to Northwest stockholders in the Merger and an employee equity issuance. Mr. Rogers will have the right to recei ve a currently undeterminable portion of the 3.5% Delta pilot issuance, either in shares of Delta common stock or the cash proceeds of the sale thereof. The number of shares of Delta common stock (or proceeds thereof) that Mr. Rogers is currently estimated to be entitled to receive pursuant to the Delta pilot issuance is approximately 4,050. Upon a determination of the allocation of shares to Mr. Rogers, this filing will be amended to reflect the exact number of shares. Mr. Rogers'acquisition of such shares of Delta common stock is exempt from Section 16(b) of the Securities Exchange Act of 1934 under Rule 16b-3(d). Nanci Oliver Sloan as attorney-in-fact for Kenneth C. Rogers 2008-10-31 -----END PRIVACY-ENHANCED MESSAGE-----