United Airlines Holdings (UAL) Economic Moat Analysis31

Evidence

In 2025, Star Alliance member carriers continued to serve more than 1,150 airports in more than 190 countries and territories with 17,500 average daily departures.

Business / Alliances / Star Alliance operating reach · Filed 12/02/2026

United also participates in four passenger joint business arrangements ("JBAs"): one with Air Canada and the Lufthansa Group (which includes Lufthansa and its affiliates Air Dolomiti, Austrian Airlines, Brussels Airlines, Discover Airlines, Edelweiss, Eurowings, Lufthansa City Airlines and SWISS) covering transatlantic routes, one with ANA covering certain transpacific 4 Table of Contents routes, one with Air New Zealand covering certain routes between the United States and New Zealand, and one with Air Canada covering certain United States and Canada transborder routes.

Business / Alliances / passenger joint business arrangements · Filed 12/02/2026

Facilities. United has major terminal facility leases at SFO, IAD, ORD, LAX, DEN, EWR, IAH and GUM.

Properties / Facilities / major terminal leases · Filed 12/02/2026

United leases gates, hangar sites, terminal buildings and other airport facilities in the municipalities it serves with lease expiration dates ranging from 2026 through 2057.

Properties / Facilities / lease expiration dates · Filed 12/02/2026

competitors are Delta, American, Southwest, JetBlue, Alaska, Spirit and Frontier.

CEO message / named U.S. competitor comparison group · Filed 07/04/2026

The significant presence of low-cost carriers and ultra-low-cost carriers, which engage in substantial price discounting, may diminish our ability to achieve sustained profitability on domestic and international routes and has also caused us to reduce fares for certain routes, resulting in lower yields on many domestic markets.

Competition risk / realized fare reductions and lower domestic yields · Filed 12/02/2026

In addition, our competitors have established new routes and destinations, including some at our hub airports, which may compete with our existing routes and destinations and expansion plans.

Competition risk / competing routes at hub airports · Filed 12/02/2026

•Regulatory or Court Decisions Restricting Our Capacity Targets: We remain vulnerable to regulatory actions (including by the Federal Aviation Administration) or court decisions that would force us to adjust our planned capacity at our hub locations.

MD&A / Key Trends / regulatory restrictions on hub capacity · Filed 16/07/2026

Loyalty Program. United's MileagePlus loyalty program builds customer loyalty by offering awards, benefits and services to program participants.

Business / Loyalty Program / issuer description of loyalty benefits · Filed 12/02/2026

Members can also earn miles by purchasing goods and services from our network of non-airline partners, such as domestic and international credit card issuers, retail merchants, hotels and car rental companies.

Business / Loyalty Program / non-airline earning partners · Filed 12/02/2026

Members can redeem miles for free (other than taxes and government-imposed fees), discounted or upgraded travel and non-travel awards.

Business / Loyalty Program / redemption benefits · Filed 12/02/2026

("Chase"), pursuant to which members of United's MileagePlus loyalty program who are residents of the United States can earn miles for making purchases using a MileagePlus credit card issued by Chase (the "Co-Brand Agreement").

Business / Loyalty Program / existing co-brand agreement · Filed 12/02/2026

Operating Revenue. The table below shows year-over-year comparisons by type of operating revenue for the three months ended June 30 (in millions, except for percentage changes): 2026 2025 Increase (Decrease) % Change Passenger revenue $ 16,100 $ 13,836 $ 2,265 16.4 Cargo revenue 527 430 97 22.6 Other operating revenue 1,045 970 75 7.7 Total operating revenue $ 17,672 $ 15,236 $ 2,436 16.0 The table below presents selected passenger revenue and operating data, broken out by geographic region, expressed as year-over-year changes for the three months ended June 30: Increase (Decrease) from 2025: Domestic Atlantic Pacific Latin Total Passenger revenue (in millions) $ 1,601 $ 251 $ 281 $ 131 $ 2,265 Passenger revenue 20.3 % 7.9 % 18.7 % 10.5 % 16.4 % Average fare per passenger 12.8 % 9.4 % 8.4 % 11.5 % 10.4 % Yield 13.0 % 10.6 % 10.9 % 10.7 % 12.1 % PRASM 12.2 % 12.1 % 14.0 % 10.7 % 12.5 % Passengers 6.6 % (1.4) % 9.4 % (0.9) % 5.4 % RPMs 6.4 % (2.4) % 7.0 % (0.2) % 3.8 % ASMs 7.2 % (3.8) % 4.1 % (0.2) % 3.5 % Passenger load factor (points) (0.6) 1.1 2.3 — 0.3 Passenger revenue increased $2.3 billion, or 16.4%, in the second quarter of 2026 as compared to the year-ago period, primarily due to a 12.1% increase in yield and a 5.4% increase in the number of passengers flown.

MD&A / second-quarter passenger pricing, traffic and capacity results · Filed 16/07/2026

The table below shows year-over-year comparisons by type of operating revenue for the six months ended June 30 (in millions, except for percentage changes): 2026 2025 Increase (Decrease) % Change Passenger revenue $ 29,267 $ 25,696 $ 3,570 13.9 Cargo revenue 949 859 90 10.5 Other operating revenue 2,064 1,893 171 9.1 Total operating revenue $ 32,280 $ 28,448 $ 3,832 13.5 24 Table of Contents The table below presents selected passenger revenue and operating data, broken out by geographic region, expressed as year-over-year changes for the six months ended June 30, 2026 compared to the six months ended June 30, 2025: Increase (Decrease) from 2025: Domestic Atlantic Pacific Latin Total Passenger revenue (in millions) $ 2,335 $ 579 $ 500 $ 156 $ 3,570 Passenger revenue 15.5 % 11.8 % 16.6 % 5.8 % 13.9 % Average fare per passenger 9.7 % 7.6 % 3.8 % 6.6 % 8.7 % Yield 9.7 % 8.1 % 6.1 % 5.0 % 8.4 % PRASM 10.2 % 11.3 % 11.0 % 5.5 % 10.1 % Passengers 5.2 % 3.9 % 12.3 % (0.7) % 4.8 % RPMs 5.3 % 3.4 % 9.8 % 0.8 % 5.1 % ASMs 4.8 % 0.4 % 5.0 % 0.3 % 3.4 % Passenger load factor (points) 0.4 2.4 3.6 0.4 1.3 Passenger revenue increased $3.6 billion, or 13.9%, in the first six months of 2026 as compared to the year-ago period, primarily due to an 8.4% increase in yield and a 4.8% increase in the number of passengers flown.

MD&A / first-half passenger pricing, traffic and load-factor results · Filed 16/07/2026

STATEMENTS OF CONSOLIDATED OPERATIONS (UNAUDITED) (In millions, except per share amounts) Three Months Ended June 30, Six Months Ended June 30, 2026 2025 2026 2025 Operating revenue: Passenger revenue $ 16,100 $ 13,836 $ 29,267 $ 25,696 Cargo revenue 527 430 949 859 Other operating revenue 1,045 970 2,064 1,893 Total operating revenue 17,672 15,236 32,280 28,448 Operating expense: Salaries and related costs 4,686 4,413 9,248 8,568 Aircraft fuel 5,110 2,775 8,150 5,476 Landing fees and other rent 1,056 961 2,004 1,834 Aircraft maintenance materials and outside repairs 906 865 1,760 1,596 Depreciation and amortization 762 733 1,518 1,461 Regional capacity purchase 743 676 1,435 1,326 Distribution expenses 644 487 1,167 983 Aircraft rent 112 67 195 118 Special charges (credits) (145) 447 (534) 340 Other operating expenses 2,702 2,487 5,245 4,814 Total operating expense 16,576 13,911 30,187 26,516 Operating income 1,096 1,325 2,093 1,932 Nonoperating income (expense): Interest expense (343) (361) (670) (717) Interest income 148 167 284 331 Interest capitalized 59 51 113 98 Unrealized gains on investments, net 40 26 26 5 Miscellaneous, net 26 41 50 77 Total nonoperating expense, net (69) (77) (196) (206) Income before income taxes 1,026 1,248 1,897 1,727 Income tax expense 221 275 393 366 Net income $ 805 $ 973 $ 1,504 $ 1,361 Earnings per share, basic $ 2.48 $ 3.00 $ 4.64 $ 4.17 Earnings per share, diluted $ 2.46 $ 2.97 $ 4.60 $ 4.12 The accompanying Combined Notes to Condensed Consolidated Financial Statements are an integral part of these statements.

UAL consolidated statements of operations / quarterly and first-half results · Filed 16/07/2026

The table below presents data related to the Company's operating expenses for the six months ended June 30 (in millions, except for percentage changes): 2026 2025 Increase (Decrease) % Change Salaries and related costs $ 9,248 $ 8,568 $ 680 7.9 Aircraft fuel 8,150 5,476 2,674 48.8 Landing fees and other rent 2,004 1,834 170 9.3 Aircraft maintenance materials and outside repairs 1,760 1,596 164 10.3 Depreciation and amortization 1,518 1,461 58 3.9 Regional capacity purchase 1,435 1,326 108 8.2 Distribution expenses 1,167 983 183 18.6 Aircraft rent 195 118 77 65.0 Special charges (534) 340 (873) NM Other operating expenses 5,245 4,814 431 9.0 Total operating expenses $ 30,187 $ 26,516 $ 3,671 13.8 Salaries and related costs increased $680 million, or 7.9%, in the first six months of 2026 as compared to the year-ago period, primarily due to increased pay as a result of the increase in flying activity, a 5.6% increase in headcount and pay rate increases for various eligible employee groups, most recently the employees represented by the AFA per the new collective bargaining agreement.

MD&A / first-half operating expenses and special credits · Filed 16/07/2026

The Company also determines pricing and revenue management, assumes the inventory and distribution risk for the available seats and permits mileage accrual and redemption for regional flights through its MileagePlus loyalty program.

Business / regional capacity arrangements / pricing control and inventory risk · Filed 12/02/2026

In response, we took immediate and decisive actions to mitigate the impact of the operational disruptions and rising fuel costs, including reducing capacity and adjusting fares and fees.

MD&A / management response through capacity, fare and fee adjustments · Filed 16/07/2026

CONDENSED STATEMENTS OF CONSOLIDATED CASH FLOWS (UNAUDITED) (In millions) Six Months Ended June 30, 2026 2025 Operating Activities: Net cash provided by operating activities $ 6,409 $ 5,927 Investing Activities: Capital expenditures, net of flight equipment purchase deposit returns (3,015) (2,520) Purchases of short-term and other investments (4,439) (4,722) Proceeds from sale of short-term and other investments 4,179 4,222 Proceeds from sale of property and equipment 33 48 Other, net (111) (70) Net cash used in investing activities (3,354) (3,042) Financing Activities: Proceeds from issuance of debt and other financial liabilities, net of discounts and fees 5,829 — Payments of long-term debt, finance leases and other financial liabilities (4,537) (1,611) Repurchases of common stock (27) (589) Other, net (93) (99) Net cash provided by (used in) financing activities 1,172 (2,300) Net increase in cash, cash equivalents and restricted cash 4,227 585 Cash, cash equivalents and restricted cash at beginning of the period 6,081 8,946 Cash, cash equivalents and restricted cash at end of the period (a) $ 10,308 $ 9,531 Investing and Financing Activities Not Affecting Cash: Right-of-use assets acquired or modified through operating leases $ 1,485 $ 973 Property and equipment acquired through the issuance or modification of debt, finance leases and other financial liabilities 86 (52) Operating leases converted to finance leases 66 — Investment interests received in exchange for loans, goods and services 60 14 (a) The following table provides a reconciliation of cash, cash equivalents and restricted cash to amounts reported within the consolidated balance sheets: Cash and cash equivalents $ 10,166 $ 9,354 Restricted cash in Prepaid expenses and other — 8 Restricted cash in Investments in affiliates and other, net 142 168 Total cash, cash equivalents and restricted cash $ 10,308 $ 9,531 The accompanying Combined Notes to Condensed Consolidated Financial Statements are an integral part of these statements.

UAL condensed consolidated cash flows / spending, financing and repurchases · Filed 16/07/2026

Cash flows provided by operating activities increased $0.5 billion in the first six months of 2026 as compared to the year-ago period, primarily due to an operating income increase period-over-period as well as a net change in various working capital items, primarily an increase in advance ticket sales.

MD&A / operating cash flow and advance ticket sales · Filed 16/07/2026

​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (in millions, except per share data) ​ ​ ​ 2025 ​ ​ ​ ​ ​ Net income (GAAP) ​ $ 3,353 ​ Adjusted to exclude: ​ ​ ​ Special charges ​ 259 ​ Unrealized gains on investments, net ​ (4) ​ Debt extinguishment and modification fees ​ 20 ​ Income tax benefit on adjustments, net ​ (136) ​ Adjusted net income (Non-GAAP) ​ $ 3,491 ​ Diluted weighted average shares ​ ​ 328.5 ​ ​ ​ ​ ​ ​ Diluted earnings per share (GAAP) ​ $ 10.20 ​ Adjusted to exclude: ​ ​ ​ ​ Special charges ​ 0.79 ​ Unrealized gains on investments, net ​ (0.01) ​ Debt extinguishment and modification fees ​ 0.06 ​ Income tax benefit on adjustments, net ​ (0.42) ​ Adjusted diluted earnings per share (Non-GAAP) ​ $ 10.62 ​ ​ ​ ​ ​ ​ 2026 Proxy Statement A-1 ​ Table of Contents Appendix A: Reconciliation of GAAP and Non-GAAP Financial Measures ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (in millions, except margins) ​ ​ ​ 2025 ​ ​ ​ ​ ​ ​ ​ ​ Total operating revenue ​ ​ ​ ​ $ 59,070 ​ ​ ​ ​ ​ ​ ​ ​ ​ Pre-tax income (GAAP) ​ ​ ​ ​ $ 4,306 ​ Adjusted to exclude: ​ ​ ​ ​ ​ ​ Special charges ​ ​ ​ ​ 259 ​ Unrealized gains on investments, net ​ ​ ​ ​ (4) ​ Debt extinguishment and modification fees ​ ​ ​ ​ 20 ​ Adjusted pre-tax income (Non-GAAP) ​ ​ ​ ​ $ 4,580 ​ Pre-tax margin ​ ​ ​ ​ 7.3 % Adjusted pre-tax margin (Non-GAAP) ​ ​ ​ ​ 7.8 % ​ ​ ​ ​ ​ ​ ​ Net cash provided by operating activities (GAAP) ​ ​ ​ ​ $ 8,431 ​ Net cash used in investing activities (GAAP) ​ ​ ​ ​ ​ (6,350) ​ Adjusted for: ​ ​ ​ ​ ​ ​ ​ Net change in short-term investments ​ ​ ​ ​ ​ 591 ​ Net change in restricted cash ​ ​ ​ ​ ​ 38 ​ Free cash flow (Non-GAAP) ​ ​ ​ ​ $ 2,710 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ A-2 ​ ​ ​2026 Proxy Statement ​ Table of Contents ​ ​ ​ ​ Signature [PLEASE SIGN WITHIN BOX] Date Signature (Joint Owners) Date TO VOTE, MARK BLOCKS BELOW IN BLUE OR BLACK INK AS FOLLOWS: KEEP THIS PORTION FOR YOUR RECORDS DETACH AND RETURN THIS PORTION ONLY THIS PROXY CARD IS VALID ONLY WHEN SIGNED AND DATED.

Appendix A / 2025 GAAP results and free cash flow reconciliation · Filed 07/04/2026

As a result of the Redemption and the July 2024 voluntarily prepayment in full of the $1.80 billion outstanding principal balance of the secured term loan facility, which was secured ratably with the MileagePlus Senior Secured Notes, all indebtedness secured by the MileagePlus assets have been fully repaid.

Debt notes / repayment of all MileagePlus-secured indebtedness · Filed 12/02/2026

WHAT WE DO ​ WHAT WE DO NOT DO ​ ​ ● Maintain stock ownership guidelines that reinforce the alignment of executive officer and stockholder interests (including requiring stock ownership of 6x base salary for the Chief Executive Officer) ● Promote long-term focus through multi-year vesting requirements ● Link pay to performance with multiple performance measures aimed at supporting stockholder value creation and promoting long-term focus ● Deliver a significant majority of our target pay opportunities for our NEOs in the form of variable and at-risk pay tied to strong performance ● Target pay with reference to peer group median levels ● Have trading blackout periods under our securities trading policy and require officers to pre-clear trades in Company securities with our Corporate Secretary’s Office ● Retain an independent compensation consultant ● Have a Committee comprised solely of independent directors, which considers and approves all compensation for our Section 16 reporting officers ● Solicit investor feedback on our compensation program and potential enhancements through an extensive stockholder engagement program ● Hold an annual Say-on-Pay vote ● Have a strong compensation clawback policy that includes a mandatory recovery element to comply with the incentive-based compensation recovery provisions of the Dodd-Frank Act and Nasdaq listing standards and a discretionary element that permits United to seek recovery of compensation if a covered executive commits certain misconduct ● Maintain standardized severance benefits for our officers, as set forth in severance plans applicable by officer level ● Have “double-trigger” acceleration on a change in control for LTI awards ​ ​ ​ ● No excise tax gross-ups related to change in control transactions ● No employment agreements or fixed employment terms ● No enhanced severance multiple upon a change in control ● No payment of dividends or dividend equivalents on unearned equity awards under our LTI plan ● No repricing of underwater stock options under our LTI plan without stockholder approval ● No hedging or pledging of our securities by our officers or directors ● No design elements in our incentive plans that encourage excessive risk-taking ● No “single-trigger” change in control payments ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2026 Proxy Statement 85 ​ Table of Contents Compensation Discussion and Analysis 2025 TARGET COMPENSATION BENCHMARKS The following charts provide an overview of the 2025 target executive compensation components for the Chief Executive Officer and other NEOs and highlights the percentage of total target compensation that is variable and at risk.

Compensation discussion / existing ownership, vesting and clawback practices · Filed 07/04/2026

​ ​ ​ ​ ​ ​ Performance Measures (1) Tranche Weighting Entry (50%) Target (100%) Stretch (200%) Actual Results Payout (as % of Target) Final Payout (as % of Target) Tranche 1 ​ CASM-ex (2, 3) 40% Equal to industry avg 1 to 2 pts better than industry avg 4 pts better than industry avg 1.97 pts better than industry avg 100% ​ ​ Technician Hiring (4) 13% Target level -5% Significantly higher than historical levels Target level +5% Between Target and Stretch 160% ​ ​ United Next Actions 27% (5) (5) (5) (5) 183% ​ ​ Strategic Actions (# of actions completed) (6) 20% Environmental : 6 People & Responsible Sourcing : 6 Environmental : 8 People & Responsible Sourcing : 7 Environmental : 10 People & Responsible Sourcing : 8 Environmental : 9 People & Responsible Sourcing : 7 125% ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 135% Tranche 2 ​ Absolute Adjusted EPS (7) 40% $5 $9 - $11 $13 $10.61 100% ​ ​ Relative Adjusted Pre-Tax Margin (8) 40% -0.5% +0.5% - +1.0% 2.0% 2.7% 200% ​ ​ Strategic Actions (# of actions completed) (6) 20% Environmental: 6 People & Responsible Sourcing: 6 Environmental: 8 People & Responsible Sourcing: 7 Environmental: 10 People & Responsible Sourcing: 8 Environmental: 8 People & Responsible Sourcing: 8 150% ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 150% ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Tranche 3 ​ Absolute Adjusted EPS (7) 40% $7.50 $11.50 - $13.50 $15.50 $10.62 89% ​ ​ Relative Adjusted Pre-Tax Margin (8) 40% Greater than average 40%-70% of range between entry and stretch levels #1 rank 87.0% in range 157% ​ ​ Strategic Action: Mobile App Usage 6.66% 79% of customer PNRs 83% of customer PNRs 86% of customer PNRs 83% of customer PNRs 100% ​ ​ Strategic Action: Starlink Installation 6.66% Complete initial installation of Starlink on UAX aircraft and enable new advertising channels 247 UAX aircraft 330 UAX aircraft 277 UAX aircraft 136% ​ ​ Strategic Action: Retirement of legacy mainframe system 6.66% 60% of quantitative factor Completion of pre-established qualitative factor 80% of quantitative factor Completion of pre-established qualitative factor 100% of quantitative factor Completion of pre-established qualitative factor 50% of quantitative factor Completion of target level pre-established qualitative factor 50% ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 117% ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total payout under 2023 Performance-Based RSUs (as % of target) (9) 134% (1) For a detailed description of the performance measures established in 2023 for tranche 1 of the 2023 Performance-Based RSUs, see pages 102 through 104 of United’s 2024 proxy statement filed with the SEC on April 12, 2024.

Compensation discussion / completed performance results and award payout · Filed 07/04/2026

The awards vested at the end of 2025 and were settled in the first quarter of 2026 and are included in the “Option Exercises and Stock Vested for 2025” table.

Compensation discussion / actual vesting and settlement dates · Filed 07/04/2026

During our stockholder engagement program, we learned that certain of our stockholders expressed concerns related to the special retention LTI awards that we granted in July 2024, which were deemed critical to incentivizing our executive team to maintain their employment with the Company given the intense competition for the talented executives in the aviation industry and were awarded as a motivational vehicle to drive key financial metrics.

Stockholder engagement / concerns about 2024 special retention awards · Filed 07/04/2026

In 2025 we did not grant any retention or special awards outside of our regular annual STI or LTI program to any of our NEOs and further, we do not currently intend to grant any retention or special awards outside of our regular annual STI or LTI program to any of our NEOs in 2026 except in the case of extraordinary circumstances.

Stockholder engagement / absence of special awards in 2025 and stated 2026 intention · Filed 07/04/2026

In accordance with our Amended and Restated Certificate of Incorporation and Amended and Restated Bylaws, we have a declassified Board, which means that if elected each nominee will serve a one-year term of office that would expire at the next annual meeting of stockholders.

Board governance / existing declassified board structure · Filed 07/04/2026

Except for a limited set of transactions previously reviewed and approved, a Related Party Transaction (as defined below) must be reviewed and approved or ratified by the Audit Committee or the Chair of the Audit Committee if approval by the entire committee is impractical.

Board governance / related-party transaction approval requirements · Filed 07/04/2026

In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2025, based on the COSO criteria.

Independent auditor report / effective internal control over financial reporting · Filed 12/02/2026

Conclusion The Board believes that permitting stockholder action by written consent would weaken important procedural protections by allowing corporate action to occur without a meeting, without advance notice to all stockholders and without an opportunity for collective discussion and consideration.

Stockholder proposal / board opposition to action by written consent · Filed 07/04/2026

Publication history

Sources

• filing-1 · Filed 12/02/2026
• filing-2 · Filed 16/07/2026
• filing-3 · Filed 07/04/2026