Published
# United Airlines Holdings (UAL): Recent Events ## Filings that contain financial statements - Form 8-K filed July 15, 2026 (accession 0000100517-26-000135): Exhibit 99.1 earnings release for the second quarter and six months ended June 30, 2026. It holds the unaudited statements of consolidated operations (three and six months, with 2025 comparatives), the condensed consolidated balance sheet at June 30, 2026 and December 31, 2025, and the condensed statements of consolidated cash flows (six months only), plus non-GAAP reconciliations. - Form 8-K filed April 21, 2026 (accession 0000100517-26-000089): Exhibit 99.1 earnings release for the first quarter ended March 31, 2026, with the same set of condensed statements. - Form 8-K filed January 20, 2026 (accession 0000100517-26-000014): Exhibit 99.1 earnings release for the fourth quarter and full year ended December 31, 2025, with the same set of condensed statements. ## Earnings and guidance - **July 15, 2026, second-quarter 2026 results (0000100517-26-000135).** Total operating revenue was $17.7 billion, up 16.0% from the second quarter of 2025. Net income was $805 million and diluted EPS $2.46 (versus $2.97); adjusted diluted EPS was $1.99 (versus $3.87). Aircraft fuel expense was $5,110 million, up 84.1%, at an average $4.19 per gallon versus $2.34. Operating cash flow was $1.6 billion and free cash flow $322 million. Liquidity was $19.6 billion, and total debt, finance lease obligations and other financial liabilities were $26.5 billion. Trailing-twelve-month net leverage was 2.2x, up from 2.0x a year earlier. The company said it recovered roughly half of the fuel increase in the quarter, and the second quarter included $184 million of labor contract ratification bonuses and $329 million of net gains on asset sales and other special items. - **Guidance raised (same filing, Investor Update, Exhibit 99.2).** Full-year 2026 adjusted diluted EPS guidance was raised to $9.00-$11.00, from $7.00-$11.00 given in April and $12.00-$14.00 given in January. Third-quarter adjusted EPS guidance is $2.50-$3.50, based on an assumed fuel price of about $3.69 per gallon from the July 14 forward curve. The company said it expects to be above the high end of both ranges if fuel returns to early-July prices. It expects to recover 80% to 90% of the fuel increase in the third quarter and 100% in the fourth, and expects third- and fourth-quarter TRASM growth to exceed the second quarter's 12.1%. Full-year adjusted capital expenditures are expected at about $7.5 billion, and the company expects fourth-quarter capacity to decline from current published schedules. The company said full-year fuel expense is expected to be nearly $6 billion higher than it expected at the start of the year. - **April 21, 2026, first-quarter 2026 results (0000100517-26-000089).** Diluted EPS was $2.14 and adjusted diluted EPS $1.19, within the $1.00-$1.50 guidance. Operating cash flow was $4.8 billion, and the company repurchased about $27 million of shares. Guidance for the second quarter was adjusted EPS of $1.00-$2.00 at about $4.30 per gallon of fuel, and full-year adjusted EPS of $7.00-$11.00 (lowered from $12.00-$14.00). The company planned to reduce planned capacity by 5 points for the rest of the year, targeting flat to up about 2% year over year in the third and fourth quarters. - **January 20, 2026, fourth-quarter and full-year 2025 results (0000100517-26-000014).** Full-year 2025 diluted EPS was $10.20 and adjusted diluted EPS $10.62. Full-year revenue was $59.1 billion, operating cash flow $8.4 billion and free cash flow $2.7 billion. Initial 2026 guidance was adjusted EPS of $12.00-$14.00 for the year and $1.00-$1.50 for the first quarter, with adjusted capital expenditures below $8.0 billion. ## Merger approach to American Airlines - **April 27, 2026 (0001104659-26-048992, Exhibit 99.1).** CEO Scott Kirby published a statement saying he had approached American Airlines about exploring a combination, that American declined to engage and publicly closed the door, and that without a willing partner the deal cannot be done. He said talks have ended and that a merger is off the table for the foreseeable future. No agreement was signed. - **January 31, 2025 (0000100517-25-000015).** The company stated in an 8-K that it was not in negotiations or discussions with any other airline about a merger or similar transaction and had not been in recent discussions, in response to investor rumors. ## Debt and capital actions - **February 2, 2026 (0001104659-26-009237).** UAL issued $1.0 billion of 5.375% Senior Notes due 2031 in a public offering, guaranteed by United Airlines, Inc. - **February 6, 2026 (0001104659-26-011544).** UAL issued $1.0 billion of 4.875% Senior Notes due 2029 in a public offering, guaranteed by United Airlines, Inc. - **February 3, 2026 (disclosed in the Form 10-Q filed July 16, 2026, accession 0000100517-26-000139; no 8-K).** The company entered into Amendment No. 4 to its term loan, lowering the margin on Term SOFR loans from 2.00% to 1.75%. - **February 24, 2026 (10-Q, 0000100517-26-000139; no 8-K).** United redeemed in full its $2.0 billion of 4.375% Senior Secured Notes due 2026. - **Second quarter 2026 (10-Q, 0000100517-26-000139; the July 15 release, 0000100517-26-000135, describes it as $3.7 billion of new liquidity).** United borrowed $3.7 billion of aircraft-secured loans in the quarter ($3.9 billion for the six months), maturing between 2029 and 2038 at Term SOFR plus an average margin of 1.4%. On June 23, 2026 it prepaid $0.6 billion of a $1.5 billion Payroll Support Program note due 2030. The release said the company expects to use the cash to pay down higher-cost debt and fund aircraft deliveries once fuel prices moderate, and that it is targeting an investment-grade rating in 2026. - **Share repurchases (10-Q, 0000100517-26-000139).** The company repurchased 0.3 million shares for $27 million in the six months ended June 30, 2026, all in the first quarter, and none in the second. - **July 7, 2025 (0000100517-25-000140).** Mileage Plus Holdings, LLC redeemed in full its $1.52 billion of 6.50% Senior Secured Notes due 2027 using cash on hand, leaving the MileagePlus assets unencumbered. ## Governance - **May 19, 2026 annual meeting (0001104659-26-065739).** Stockholders elected all 11 nominated directors, and the Air Line Pilots Association and the International Association of Machinists and Aerospace Workers each elected their designated director. Stockholders ratified Ernst & Young LLP as auditor for fiscal 2026. - **Insider trading plan (10-Q, 0000100517-26-000139).** CFO Michael Leskinen adopted a Rule 10b5-1 plan on April 30, 2026 for the sale of up to 30,000 shares.