

Pay Versus Performance
									Value of Initial Fixed $100
									Investment Based On:⁽⁴⁾
					Average
	Summary	Summary			Summary		Average				Net
	Compensation	Compensation	Compensation	Compensation	Compensation		Compensation			Peer Group	Income	Absolute
	Table	Table	Actually	Actually	Table Total		Actually Paid		Total	Total	(Loss)	Adjusted
	Total for	Total for PEO	Paid to PEO	Paid to PEO	for Non-PEO		to Non-PEO		Shareholder	Shareholder	(in	Earnings (Loss)
	PEO (Kirby)	(Munoz)	(Kirby)	(Munoz)	NEOs		NEOs		Return	Return	millions)	Per Share
Year⁽¹⁾	($)⁽²⁾	($)⁽²⁾	($)⁽³⁾	($)⁽³⁾	($)⁽²⁾		($)⁽³⁾		($)	($)⁽⁵⁾	($)	($)⁽⁶⁾

2024	33,924,988	N/A	96,724,681	N/A	14,012,053		30,524,710		110.23	62.66	3,149	10.61
2023	18,573,299	N/A	23,055,816	N/A	7,471,150	⁽⁷⁾	8,328,720	⁽⁷⁾	46.84	62.69	2,618	10.05
2022	9,796,602	N/A	9,915,781	N/A	2,942,377		3,414,487		42.80	48.50	737	2.52
2021	9,845,064	N/A	11,099,444	N/A	3,220,759		4,011,244		49.70	74.47	(1,964)	(13.94)
2020	8,891,854	12,098,693	(3,452,005)	5,522,588	4,516,414		2,597,497		49.10	75.79	(7,069)	(27.57)

⁽¹⁾	The Principal Executive Officer (“PEO”) and NEOs for the applicable years were as follows:

2024: Scott Kirby served as the Company's PEO for the entirety of 2024 and the Company's other NEOs were: Michael Leskinen, Brett Hart, Torbjorn Enqvist and Andrew Nocella.

2023: Scott Kirby served as the Company's PEO for the entirety of 2023 and the Company's other NEOs were: Michael Leskinen, Brett Hart, Torbjorn Enqvist, Linda Jojo, Gerald Laderman and Gregory Hart.

2022: Scott Kirby served as the Company’s PEO for the entirety of 2022 and the Company’s other NEOs were: Brett Hart, Gregory Hart, Gerald Laderman and Linda Jojo.

2021: Scott Kirby served as the Company’s PEO for the entirety of 2021 and the Company’s other NEOs were: Brett Hart, Gerald Laderman, Linda Jojo and Andrew Nocella.

2020: Scott Kirby was promoted to the role of PEO on May 20, 2020, the date of the Company’s 2020 annual meeting of stockholders. Oscar Munoz served as the Company’s PEO during 2020 up until May 20, 2020, and then transitioned to the role of Executive Chairman of the Board. The Company’s other NEOs for 2020 were: Brett Hart, Gerald Laderman, Linda Jojo and Andrew Nocella.

⁽²⁾

Amounts reported in this column represent (i) the total compensation reported in the Summary Compensation Table for the applicable year in the case of Messrs. Kirby and Munoz and (ii) the average of the total compensation reported in the Summary Compensation Table for the applicable year for the Company’s non-PEO NEOs for the applicable year.

⁽³⁾

To calculate the compensation actually paid (“CAP”) as required under SEC disclosure rules, adjustments were made to the amounts reported in the Summary Compensation Table for the applicable year. A reconciliation of the adjustments for each person who served as PEO during the covered period and for the average of the non-PEO NEOs is set forth following the footnotes to this table.

⁽⁴⁾	Pursuant to rules of the SEC, the comparison assumes $100 was invested on December 31, 2019. Historic stock price performance is not necessarily indicative of future stock price performance.

⁽⁵⁾	The TSR Peer Group consists of the NYSE Arca Airline Index, an independently prepared index that includes companies in the airline industry and which is used for the stock performance graph in the Company’s 2024 Annual Report on Form 10-K.

⁽⁶⁾

The Committee selected absolute Adjusted EPS as its Company-Selected Measure, because, in the Company’s assessment, it represents the most important financial performance measure used by the Company to link compensation actually paid to the NEOs for 2024 to Company performance. Adjusted EPS is a measure that is not calculated in accordance with GAAP. Please refer to Appendix A for a definition and a reconciliation of Adjusted EPS to the most directly comparable GAAP financial measure.

⁽⁷⁾

The amounts shown for 2023 for the Average Summary Compensation Table Total for Non-PEO NEOs and Average CAP Paid to Non-PEOs for 2023 have been updated from the amounts reported in the 2023 Pay Versus Performance disclosure to reflect a reduction in Mr. Leskinen’s 2023 compensation of $266,638, representing the portion of his 2023 compensation attributable to the inadvertent inclusion of a portion of his September 2023 promotional PBRSU award, which was not actually granted for purposes of FASB ASC Topic 718 until 2024.

Named Executive Officers, Footnote



Pay Versus Performance
									Value of Initial Fixed $100
									Investment Based On:⁽⁴⁾
					Average
	Summary	Summary			Summary		Average				Net
	Compensation	Compensation	Compensation	Compensation	Compensation		Compensation			Peer Group	Income	Absolute
	Table	Table	Actually	Actually	Table Total		Actually Paid		Total	Total	(Loss)	Adjusted
	Total for	Total for PEO	Paid to PEO	Paid to PEO	for Non-PEO		to Non-PEO		Shareholder	Shareholder	(in	Earnings (Loss)
	PEO (Kirby)	(Munoz)	(Kirby)	(Munoz)	NEOs		NEOs		Return	Return	millions)	Per Share
Year⁽¹⁾	($)⁽²⁾	($)⁽²⁾	($)⁽³⁾	($)⁽³⁾	($)⁽²⁾		($)⁽³⁾		($)	($)⁽⁵⁾	($)	($)⁽⁶⁾

2024	33,924,988	N/A	96,724,681	N/A	14,012,053		30,524,710		110.23	62.66	3,149	10.61
2023	18,573,299	N/A	23,055,816	N/A	7,471,150	⁽⁷⁾	8,328,720	⁽⁷⁾	46.84	62.69	2,618	10.05
2022	9,796,602	N/A	9,915,781	N/A	2,942,377		3,414,487		42.80	48.50	737	2.52
2021	9,845,064	N/A	11,099,444	N/A	3,220,759		4,011,244		49.70	74.47	(1,964)	(13.94)
2020	8,891,854	12,098,693	(3,452,005)	5,522,588	4,516,414		2,597,497		49.10	75.79	(7,069)	(27.57)

⁽¹⁾	The Principal Executive Officer (“PEO”) and NEOs for the applicable years were as follows:

2024: Scott Kirby served as the Company's PEO for the entirety of 2024 and the Company's other NEOs were: Michael Leskinen, Brett Hart, Torbjorn Enqvist and Andrew Nocella.

2023: Scott Kirby served as the Company's PEO for the entirety of 2023 and the Company's other NEOs were: Michael Leskinen, Brett Hart, Torbjorn Enqvist, Linda Jojo, Gerald Laderman and Gregory Hart.

2022: Scott Kirby served as the Company’s PEO for the entirety of 2022 and the Company’s other NEOs were: Brett Hart, Gregory Hart, Gerald Laderman and Linda Jojo.

2021: Scott Kirby served as the Company’s PEO for the entirety of 2021 and the Company’s other NEOs were: Brett Hart, Gerald Laderman, Linda Jojo and Andrew Nocella.

2020: Scott Kirby was promoted to the role of PEO on May 20, 2020, the date of the Company’s 2020 annual meeting of stockholders. Oscar Munoz served as the Company’s PEO during 2020 up until May 20, 2020, and then transitioned to the role of Executive Chairman of the Board. The Company’s other NEOs for 2020 were: Brett Hart, Gerald Laderman, Linda Jojo and Andrew Nocella.

Adjustment To PEO Compensation, Footnote

CAP Adjustments—PEO—Scott Kirby

Plus/(Minus)

Minus

Change in Fair

Fair Value as of

Value as of Vesting

Prior Fiscal Year-

Plus

Plus/(Minus)

Date of Option and

End of Option and

Fair Value at Fiscal

Change in Fair

Plus

Stock Awards

Minus

Year-End of

Value of

Fair Value at

Granted in Prior

Grant Date Fair

Outstanding and

Vesting of Option

Years for which

Fiscal Years that

Summary

Value of Option

Unvested Option

and Stock Awards

Applicable Vesting

Failed to Meet

Compensation

and Stock Awards

Granted in Fiscal

Conditions Were

Applicable Vesting

Equals

Table

Granted in Fiscal

Granted in Prior

Year that Vested

Satisfied During

Conditions During

Compensation

Total

Year

Fiscal Years

During Fiscal Year

Fiscal Year

Actually Paid

Year

($)^(a)

($)^(b)

($)^(c)

($)^(d)

($)^(e)

($)^(f)

($)^(g)

($)

2024

33,924,988

24,405,267

49,608,142

23,013,181

6,328,122

8,255,515

-

96,724,681

2023

18,573,299

10,705,744

12,465,603

794,170

-

1,928,488

-

23,055,816

2022

9,796,602

8,666,624

10,244,183

(1,072,561)

-

(385,819)

-

9,915,781

2021

9,845,064

8,729,907

3,741,920

(117,988)

5,656,806

703,549

-

11,099,444

2020

8,891,854

8,585,093

7,317,424

(8,660,954)

-

(2,415,236)

-

(3,452,005)

CAP Adjustments—PEO—Oscar Munoz

Plus/(Minus)

Minus

Change in Fair

Fair Value as of

Value as of Vesting

Prior Fiscal Year-

Plus

Plus/(Minus)

Date of Option and

End of Option and

Fair Value at Fiscal

Change in Fair

Plus

Stock Awards

Minus

Year-End of

Value of

Fair Value at

Granted in Prior

Grant Date Fair

Outstanding and

Vesting of Option

Years for which

Fiscal Years that

Summary

Value of Option

Unvested Option

and Stock Awards

Applicable Vesting

Failed to Meet

Compensation

and Stock Awards

Granted in Fiscal

Conditions Were

Applicable Vesting

Equals

Table

Granted in Fiscal

Granted in Prior

Year that Vested

Satisfied During

Conditions During

Compensation

Total

Year

Fiscal Years

During Fiscal Year

Fiscal Year

Actually Paid

Year

($)^(a)

($)^(b)

($)^(c)

($)^(d)

($)^(e)

($)^(f)

($)^(g)

($)

2024

N/A

2023

N/A

2022

N/A

2021

N/A

2020

12,098,693

10,500,146

5,821,450

(405,696)

-

(1,491,713)

-

5,522,588

Non-PEO NEO Average Compensation Actually Paid Amount

$ 30,524,710

8,328,720

3,414,487

4,011,244

2,597,497

Compensation Actually Paid vs. Total Shareholder Return

CAP vs. Difference between Company and Peer TSR

Compensation Actually Paid vs. Company Selected Measure

CAP vs. Absolute Adjusted EPS

Tabular List, Table

2024 Most Important Financial Measures (unranked)⁽¹⁾

●	Absolute Adjusted EPS (which was included in the tranche 3 of the 2022 Performance-Based RSUs, tranche 2 of the 2023 Performance-Based RSUs and tranche 1 of the 2024 Performance-Based RSUs and the Retention LTI Awards);

●	Relative Adjusted Pre-tax Margin (which was included in tranche 3 of the 2022 Performance-Based RSU awards, tranche 2 of the 2023 Performance-Based RSU awards and tranche 1 of the 2024 Performance-Based RSUs, and the Retention LTI Awards);

●	Liquidity hurdle (which was included in the Performance-Based RSUs and is measured at the end of the three-year performance period);

●	Adjusted EBITDA Margin (which was the financial metric used in our 2024 STI awards, measured based on full-year 2024 results relative to industry peers); and

●	Relative TSR modifier (which was included in the 2024 Performance-Based RSUs and measured over a three-year performance period).

____________________________________________

⁽¹⁾	Absolute Adjusted EPS, Relative Adjusted Pre-Tax Margin and Adjusted EBITDA Margin relative to industry peers are non-GAAP financial measures.

^(a)

Please refer to Appendix A for a definition and a reconciliation of Adjusted EPS to the most directly comparable GAAP financial measure.

^(b)

Relative Adjusted Pre-tax Margin is measured by comparing our Pre-tax Margin against performance of selected industry peers. Please refer to Appendix A for a definition and a reconciliation of Adjusted Pre-tax Margin to the most directly comparable GAAP financial measure.

^(c)

Adjusted EBITDA is calculated as EBITDA (earnings before interest, taxes, depreciation and amortization) excluding operating and nonoperating special charges (credits) and unrealized (gains) losses on investments, and, as applicable, adjusted for refinery and fuel hedges. Adjusted EBITDA Margin is calculated as Adjusted EBITDA divided by operating revenue. Industry Adjusted EBITDA Margin is calculated to reflect the difference between our Adjusted EBITDA Margin relative to the revenue weighted average of our industry peers (excluding United) during 2024.