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Cover and table of contents

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Cover and table of contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM10-Q

(Mark One)

☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2025

OR

☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

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Commission File NumberExact Name of Registrant as Specified in its CharterPrincipal Executive Office AddressTelephone NumberState of IncorporationI.R.S. Employer Identification No.
001-06033United Airlines Holdings, Inc.233 South Wacker Drive,(872)825-4000Delaware36-2675207
Chicago,Illinois60606
001-10323United Airlines, Inc.233 South Wacker Drive,(872)825-4000Delaware74-2099724
Chicago,Illinois60606

Securities registered pursuant to Section 12(b) of the Act:

Title of Each ClassTrading SymbolName of Each Exchange on Which Registered
United Airlines Holdings, Inc.Common Stock, $0.01 par valueUALThe Nasdaq Stock Market LLC
Preferred Stock Purchase RightsNoneThe Nasdaq Stock Market LLC
United Airlines, Inc.NoneNoneNone

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

United Airlines Holdings, Inc.Yes☒No☐United Airlines, Inc.Yes☒No☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this Chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

United Airlines Holdings, Inc.Yes☒No☐United Airlines, Inc.Yes☒No☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act.

United Airlines Holdings, Inc.Large accelerated filer☒Accelerated filer☐Non-accelerated filer☐Smaller reporting company☐Emerging growth company☐
United Airlines, Inc.Large accelerated filer☐Accelerated filer☐Non-accelerated filer☒Smaller reporting company☐Emerging growth company☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

United Airlines Holdings, Inc.☐
United Airlines, Inc.☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

United Airlines Holdings, Inc.Yes☐No☒
United Airlines, Inc.Yes☐No☒

The number of shares outstanding of each of the issuer's classes of common stock as of October 9, 2025 is shown below:

United Airlines Holdings, Inc.323,737,989shares of common stock ($0.01 par value)
United Airlines, Inc.1,000shares of common stock ($0.01 par value) (100% owned by United Airlines Holdings, Inc.)

OMISSION OF CERTAIN INFORMATION

This combined Quarterly Report on Form 10-Q is separately filed by United Airlines Holdings, Inc. and United Airlines, Inc. United Airlines, Inc. meets the conditions set forth in General Instruction H(1)(a) and (b) of Form 10-Q and is therefore filing this form with the reduced disclosure format allowed under that General Instruction.

United Airlines Holdings, Inc.

United Airlines, Inc.

Quarterly Report on Form 10-Q

For the Quarterly Period Ended September 30, 2025

Table of Contents

Page
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
United Airlines Holdings, Inc.:
Statements of Consolidated Operations3
Statements of Consolidated Comprehensive Income (Loss)4
Consolidated Balance Sheets5
Condensed Statements of Consolidated Cash Flows6
Statement of Consolidated Stockholders' Equity7
United Airlines, Inc.:
Statements of Consolidated Operations8
Statements of Consolidated Comprehensive Income (Loss)9
Consolidated Balance Sheets10
Condensed Statements of Consolidated Cash Flows11
Statement of Consolidated Stockholder's Equity12
Combined Notes to Condensed Consolidated Financial Statements (United Airlines Holdings, Inc. and United Airlines, Inc.)13
Note 1 - Basis of Presentation13
Note 2 - Revenue Recognition14
Note 3 - Earnings Per Share15
Note 4 - Accumulated Other Comprehensive Income (Loss)16
Note 5 - Income Taxes16
Note 6 - Pension and Other Postretirement Benefit Plans17
Note 7 - Fair Value Measurements, Investments and Notes Receivable17
Note 8 - Debt19
Note 9 - Commitments, Contingencies and Guarantees19
Note 10 - Special Charges20
Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations21
Item 3. Quantitative and Qualitative Disclosures About Market Risk32
Item 4. Controls and Procedures32
PART II. OTHER INFORMATION
Item 1. Legal Proceedings32
Item 1A. Risk Factors32
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds32
Item 5. Other Information33
Item 6. Exhibits34
Exhibit Index34
Signatures35
Table of Contents

PART I. FINANCIAL INFORMATION

Next: Item 1. FINANCIAL STATEMENTS.