SC 13G/A

NAME OF REPORTING PERSON

Warren E. Buffett

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ☒ (b) ☐

SEC USE ONLY

CITIZENSHIP OR PLACE OF ORGANIZATION

United States Citizen

SC 13G/A 1 d926487dsc13ga.htm SC 13G/A SC 13G/A

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

SCHEDULE 13G

(Rule 13d-102)

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT

TO § 240.13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED

PURSUANT TO § 240.13d-2

(Amendment No. 4)

SOUTHWEST AIRLINES CO.

(Name of Issuer)

COMMON STOCK

(Title of Class of Securities)

844741108

(CUSIP Number)

April 21, 2020

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

☒	Rule 13d-1 (b)

☐	Rule 13d-1 (c)

☐	Rule 13d-1 (d)

*	The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (the “Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes.)


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CUSIP No. 844741108		13G		Page 11 of 17 Pages

Item 1.

(a)

Name of Issuer

Southwest Airlines Co.

(b)

Address of Issuer’s Principal Executive Offices

P.O. Box 36611, Dallas, TX 75235

Item 2(a). Name of Person Filing:

Item 2(b). Address of Principal Business Office:

Item 2(c). Citizenship:


Warren E. Buffett 3555 Farnam Street Omaha, Nebraska 68131 United States Citizen		Berkshire Hathaway Inc. 3555 Farnam Street Omaha, Nebraska 68131 Delaware corporation

National Indemnity Company 1314 Douglas Street Omaha, Nebraska 68102 Nebraska corporation		Berkshire Hathaway Consolidated Pension Plan Master Retirement Trust c/o Berkshire Hathaway Inc 3555 Farnam Street Omaha, NE 68131 Delaware corporation

Medical Protective Company 5814 Reed Road Fort Wayne, IN 46835 Indiana corporation		GEICO Corporation One GEICO Plaza Washington DC 20076 Delaware Corporation

Precision Castparts Corp. Master Trust c/o Precision Castparts Corp. 4650 SW Macadam Ave Portland, OR 97239 Oregon Corporation		Government Employees Insurance Company One GEICO Plaza Washington, DC 20076 Maryland Corporation

MedPro Group, Inc. 5814 Reed Road Fort Wayne, IN 46835 Indiana Corporation


CUSIP No. 844741108		13G		Page 12 of 17 Pages

(d)

Title of Class of Securities

Common Stock

(e)

CUSIP Number

844741108

Item 3. If this statement is filed pursuant to § 240.13d-1(b), or § 240.13d-2(b) or (c), check whether the person filing is a:

Warren E. Buffett (an individual who may be deemed to control Berkshire Hathaway Inc.), Berkshire Hathaway Inc., GEICO Corporation and MedPro Group, Inc. are each a Parent Holding Company or Control Person, in accordance with § 240.13d-1(b)(1)(ii)(G).

National Indemnity Company, Government Employees Insurance Company and Medical Protective Company are each an Insurance Company as defined in section 3(a)(19) of the Act.

Berkshire Hathaway Consolidated Pension Plan Master Retirement Trust and Precision Castparts Corp. Master Trust are each an Employee Benefit Plan in accordance with §240.13d-1(b)(1)(ii)(F).

Item 4. Ownership

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

(a)

Amount beneficially Owned

See the Cover Pages for each of the Reporting Persons.

(b)

Percent of Class

See the Cover Pages for each of the Reporting Persons.

(c)

Number of shares as to which such person has:

(i)

sole power to vote or to direct the vote

(ii)

shared power to vote or to direct the vote


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(iii)

sole power to dispose or to direct the disposition of

(iv)

shared power to dispose or to direct the disposition of

See the Cover Pages for each of the Reporting Persons.

Item 5. Ownership of Five Percent or Less of a Class.

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than 5 percent of the class of securities, check the following ☑.

Item 6. Ownership of More than Five Percent on Behalf of Another Person.

Not Applicable.

Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person.

See Exhibit A.

Item 8. Identification and Classification of Members of the Group.

See Exhibit A.

Item 9. Notice of Dissolution of Group.

Not Applicable.

Item 10. Certification.

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11.


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SIGNATURES

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Dated this 7th day of May, 2020


/s/ Warren E. Buffett
Warren E. Buffett


BERKSHIRE HATHAWAY INC.

By:		/s/ Warren E. Buffett
		Warren E. Buffett
		Chairman of the Board

NATIONAL INDEMNITY COMPANY, GEICO CORPORATION, GOVERNMENT EMPLOYEES INSURANCE COMPANY, MEDPRO GROUP, INC., MEDICAL PROTECTIVE COMPANY, BERKSHIRE HATHAWAY CONSOLIDATED PENSION PLAN MASTER RETIREMENT TRUST, AND PRECISION CASTPARTS CORP. MASTER TRUST

/s/ Warren E. Buffett

Warren E. Buffett

Attorney-in-Fact


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SCHEDULE 13G

EXHIBIT A

RELEVANT SUBSIDIARIES AND MEMBERS OF FILING GROUP

PARENT HOLDING COMPANIES OR CONTROL PERSONS:

Warren E. Buffett (an individual who may be deemed to control Berkshire Hathaway Inc.)

Berkshire Hathaway Inc.

GEICO Corporation

MedPro Group, Inc.

INSURANCE COMPANIES AS DEFINED IN SECTION 3(a)(19) OF THE ACT:

National Indemnity Company

Medical Protective Company

Government Employees Insurance Company

EMPLOYEE BENEFIT PLANS IN ACCORDANCE WITH § 240.13d-1-(b)(1)(ii)(F)

Berkshire Hathaway Consolidated Pension Plan Master Retirement Trust

Precision Castparts Corp. Master Trust


CUSIP No. 844741108		13G		Page 16 of 17 Pages

SCHEDULE 13G

EXHIBIT B

JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k)(1)

The undersigned persons hereby agree that reports on Schedule 13G, and amendments thereto, with respect to the Common Stock of Southwest Airlines Co. may be filed in a single statement on behalf of each of such persons, and further, each of such persons designates Warren E. Buffett as its agent and Attorney-in-Fact for the purpose of executing any and all Schedule 13G filings required to be made by it with the Securities and Exchange Commission.


Dated: May 7, 2020				/S/ Warren E. Buffett
				Warren E. Buffett

				Berkshire Hathaway Inc.

Dated: May 7, 2020				/S/ Warren E. Buffett
				By: Warren E. Buffett Title: Chairman of the Board

				National Indemnity Company

Dated: May 7, 2020				/S/ Marc D. Hamburg
				By: Marc D. Hamburg Title: Chairman of the Board

				Medical Protective Company

Dated: May 7, 2020				/S/ Anthony Bowser
				By: Anthony Bowser Title: Chief Financial Officer

				Berkshire Hathaway Consolidated Pension Plan Master Retirement Trust

Dated: May 7, 2020				/S/ Mark D. Millard
				By: Mark D. Millard Title: Vice president, Berkshire Hathaway Inc.

				GEICO Corporation

Dated: May 7, 2020				/S/ Todd A. Combs
				By: Todd A. Combs Title: President, GEICO Corporation

				Precision Castparts Corp. Master Trust

Dated: May 7, 2020				/S/ Shawn Hagel
				By: Shawn Hagel Title: Executive Vice President, Precision Castparts Corp.


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				MedPro Group, Inc.

Dated: May 7, 2020				/S/ Anthony Bowser
				By: Anthony Bowser Title: Chief Financial Officer

				Government Employees Insurance Company

Dated: May 7, 2020				/S/ Todd A. Combs
				By: Todd A. Combs Title: President, Government Employees Insurance Company