Investing.com -- Activist investor Elliott Investment Management has formally requested a special shareholder meeting at Southwest Airlines (NYSE:LUV) Co., marking the firm’s first US proxy battle since 2017, Bloomberg News reported Monday.
Elliot has put forward a slate of eight board nominees, aiming to replace the same number of existing directors. The meeting is proposed for Dec. 10, according to the report.
This move signals Elliott’s first request for a special shareholder meeting and its first proxy battle since it targeted Arconic Corp. in 2017, where it eventually reached a settlement before a vote was required.
Following talks with Elliott, Southwest announced in September that six board members, including Chair Gary Kelly, would step down. The airline also reduced the size of its board from 15 to 12, creating three open seats in the process.
Elliott, which now holds an 11% stake in Southwest, has consistently pushed for leadership changes, including the removal of CEO Bob Jordan. Initially, Elliott planned to nominate 10 directors, but it scaled back its proposal to eight, in line with the reduced board size, Bloomberg's report says.
Southwest responded in September by introducing a share buyback and revealing a plan to end its open seating policy, as part of an investor presentation. Elliott had disclosed a $2 billion stake in Southwest back in June and has since been advocating for strategic changes, blaming years of underperformance on Jordan and Kelly.
In July, Southwest adopted a "poison pill" strategy to defend against Elliott's growing influence, stating that it had made efforts to engage in good faith with the activist investor. In September, the airline also unveiled a plan to add $4 billion in operating profit by 2027. Jordan emphasized that this plan had been in development long before Elliott’s involvement, describing the investor’s actions as “tactics and gamesmanship,” and warning that a proxy fight would not benefit the company.
Elliott, meanwhile, expressed its desire to avoid a prolonged conflict. In an August letter to Southwest shareholders, the firm said that “Southwest is a storied American company that deserves to have the best stewards that its board can possibly provide.”
Southwest’s shares have dropped around 40% over the past three years, leaving the airline with a market value of roughly $18 billion. While shares have gained 20% over the past year, they still lag behind peers like Delta Air Lines Inc (NYSE:DAL) and United Airlines Holdings Inc (NASDAQ:UAL), both of which have seen gains of nearly 50% in the same period.