Kelly Gary C Form 4 SOUTHWEST AIRLINES / GARY C KELLY ownership change

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

KELLY GARY C

(Last) (First) (Middle)

SOUTHWEST AIRLINES CO.

2702 LOVE FIELD DRIVE

(Street)

DALLAS TX 75235-1908

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
SOUTHWEST AIRLINES CO [ LUV ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Chairman of the Board & CEO

3. Date of Earliest Transaction (Month/Day/Year)
02/21/2020

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	02/21/2020		F		48,884	D	$56.53	455,837	D
Common Stock	02/21/2020		G	V	97,515(1)	D	$0	1,970	I	By Family Limited Partnership(1)
Common Stock	02/21/2020		G	V	97,515(1)	A	$0	167,398	I	By Family Trust(2)
Common Stock								167,406	I	By Family Trust(3)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents a gift of the reporting person's spouse's limited partnership interest in a family limited partnership (the "Family Limited Partnership") to a trust for the reporting person and his descendants (the "Reporting Person Trust"). The reporting person is trustee of the Reporting Person Trust. After the transaction, (a) the sole general partner of the Family Limited Partnership continues to be a limited liability company (the "Family Limited Liability Company") that is wholly owned by the reporting person and his spouse and (b) the sole limited partners of the Family Limited Partnership are the Reporting Person Trust and a trust for the reporting person's spouse and her descendants (the "Spousal Trust"). The reporting person's spouse is trustee of the Spousal Trust. The 1,970 shares held indirectly represent the Family Limited Liability Company's general partner interest in the shares held by the Family Limited Partnership.

2. These shares are held by the Reporting Person Trust and include the shares deemed to be beneficially owned through the Reporting Person Trust's limited partner interest in the Family Limited Partnership, as well as other shares held by the Reporting Person Trust.

3. These shares are held by the Spousal Trust and include shares deemed to be beneficially owned through the Spousal Trust's limited partner interest in the Family Limited Partnership, as well as other shares held by the Spousal Trust.

	/s/ Tim Whisler, on behalf of and as attorney-in-fact for Gary C. Kelly	02/25/2020
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.