LUV 424B5: Secondary offering

Filed with the SEC on Oct 28, 2026 · accession 0001193125-26-434997

LUV filed a 424B5 (prospectus (offering)) with the SEC on Oct 28, 2026. Southwest Airlines Co. is offering $1.25 billion in aggregate principal amount of debt securities, consisting of $600 million of 5.750% notes due 2029 and $650 million of 6.000% notes due 2031. The stock moved +0.1% by the first close after the filing.

Summary of the filing

Southwest Airlines Co. is offering $1.25 billion in aggregate principal amount of debt securities, consisting of $600 million of 5.750% notes due 2029 and $650 million of 6.000% notes due 2031. The notes are unsecured and unsubordinated obligations, with proceeds intended for general corporate purposes.

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Key details

Aggregate principal amount of notes offered$1.3B

Principal amount of 5.750% notes due 2029$600.0M

Principal amount of 6.000% notes due 2031$650.0M

Underwriting discounts for 2029 notes$3.0M

Underwriting discounts for 2031 notes$3.9M

Proceeds to issuer before expenses for 2029 notes$596.6M

Proceeds to issuer before expenses for 2031 notes$644.2M

IssuerSouthwest Airlines Co.

UnderwriterBarclays

UnderwriterBNP PARIBAS

UnderwriterStandard Chartered Bank

UnderwriterUS Bancorp

UnderwriterWells Fargo Securities

UnderwriterBofA Securities

UnderwriterCitigroup

UnderwriterGoldman Sachs & Co. LLC

UnderwriterJ.P. Morgan

UnderwriterMorgan Stanley

UnderwriterPNC Capital Markets LLC

How LUV stock reacted

Close before

$43.44

Oct 27, 2026

First close after

+0.07%

$43.47

5 trading days

+0.02%

$43.45

Since filing

+2.33%

$44.45

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Frequently asked questions

What did LUV file with the SEC on Oct 28, 2026?

LUV filed a 424B5 (Secondary offering). Southwest Airlines Co. is offering $1.25 billion in aggregate principal amount of debt securities, consisting of $600 million of 5.750% notes due 2029 and $650 million of 6.000% notes due 2031. The notes are unsecured and unsubordinated obligations, with proceeds intended for general corporate purposes.

What does a secondary offering mean for LUV stock?

New shares dilute existing holders and are often sold at a discount to the market price.

How do I read a 424B5?

The final terms of an offering of shares or bonds. Look at price, number of shares and the discount to the market price. Large offerings dilute existing shareholders.

Why are SEC filings important?

Public companies must tell the SEC about anything that can change their value — results, leadership changes, big deals, new shares, bankruptcy. Filings are the official source, often before the news. A 424B5 (prospectus (offering)): The final terms of an offering of shares or bonds.

How did LUV stock react to this filing?

LUV closed at $43.44 before the filing and $43.47 on Oct 28, 2026 (+0.07%). Five trading days later: $43.45 (+0.02%).

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