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What changed in JETBLUE AIRWAYS CORP's 10-K — 2023 vs 2024

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Paragraph-level year-over-year comparison of JETBLUE AIRWAYS CORP's 2023 and 2024 10-K annual filings, covering the Business, Risk Factors, Legal Proceedings, Cybersecurity, MD&A and Market Risk sections. Every new, removed and edited paragraph is highlighted side-by-side so you can see exactly what management changed in the 2024 report.

+472 added−552 removedSource: 10-K (2025-02-14) vs 10-K (2023-12-31)

Top changes in JETBLUE AIRWAYS CORP's 2024 10-K

472 paragraphs added · 552 removed · 314 edited across 9 sections

Item 1. Business

Business — how the company describes what it does

84 edited+19 added−79 removed34 unchanged
Biggest changeA key partnership extension in 2022 with Allianz Partners USA enables JetBlue customers to safeguard their travel plans with comprehensive travel insurance, covering both flights and vacation packages. 13 Table of Contents HUMAN CAPITAL MANAGEMENT Our People and Culture We believe our success depends on our crewmembers delivering the JetBlue Experience in the sky and on the ground.
Biggest changeJBTP also manages Paisly by JetBlue ® , an a la carte travel website offering deals and TrueBlue benefits on cars, stays, activities, and travel bags. A key partnership with Allianz Partners USA enables JetBlue customers to safeguard their travel plans with comprehensive travel insurance, covering both flights and vacation packages.
Heavy maintenance checks, or base maintenance, consist of a series of more complex maintenance, modification, and inspection tasks taking from one to six weeks to complete and are typically performed once every 24-36 months. All of our aircraft heavy maintenance work is performed by third party FAA-certified repair stations and are subject to direct oversight by JetBlue personnel.
Heavy maintenance checks, or base maintenance, consist of a series of more complex maintenance, modification, and inspection tasks taking from one to six weeks to complete and are typically performed once every 36 months. All of our aircraft heavy maintenance work is performed by third- party FAA-certified repair stations and are subject to direct oversight by JetBlue personnel.
(3) Sustainable Aviation Fuel (“SAF”) : SAF is a jet fuel made from renewable resources such as waste fats, oils, and greases, that drops directly into aircraft and infrastructure, which is calculated to be able to reduce emissions by up to roughly 80% per gallon on a lifecycle basis before being blended with conventional jet fuel.
(3) Sustainable Aviation Fuel ("SAF") : SAF is a jet fuel made from renewable resources such as waste fats, oils, and greases, that drops directly into aircraft and infrastructure, which is calculated to be able to reduce emissions by up to roughly 80% per gallon on a lifecycle basis before being blended with conventional jet fuel.
(4) Electric Ground Operations: Where feasible, we are converting our Ground Service Equipment (“GSE”) to electric power and maximizing electric ground power and air systems for our aircraft to minimize our fuel use and emissions on the ramp. We have committed to converting 40% of our GSE to electric power by 2025, and 50% by 2030.
(4) Electric Ground Operations: Where feasible, we are converting our Ground Service Equipment ("GSE") to electric power and maximizing electric ground power and air systems for our aircraft to minimize our fuel use and emissions on the ramp. We have committed to converting 40% of our GSE to electric power by 2025, and 50% by 2030.
In December 2022 and February 2023, four putative class actions lawsuits were filed in the United States District Court for the Eastern District of New York and the United States District Court for the District of Massachusetts, respectively, alleging that the NEA violates Sections 1 and 2 of the Sherman Act.
In December 2022 and February 2023, four putative class actions lawsuits were filed in the United States District Court for the Eastern District of New York ("EDNY") and the United States District Court for the District of Massachusetts, respectively, alleging that the NEA violates Sections 1 and 2 of the Sherman Act.
Our participation in a global distribution system (“GDS”), supports our profitable growth, particularly in the business market. We find business customers are more likely to book through a travel agency or a booking product which relies on a GDS platform.
Our participation in a global distribution system ("GDS") supports our profitable growth, particularly in the business market. We find business customers are more likely to book through a travel agency or a booking product which relies on a GDS platform.
Our Mint ® customers also have access to an assortment of complimentary food, beverages and products including a small-plates menu, artisanal snacks, alcoholic beverages, a blanket, pillows, an amenity kit and headphones. 8 Table of Contents On select transatlantic and coast-to-coast flights we offer a reimagined version of our Mint ® experience with a completely refreshed cabin design featuring private suites with a sliding door and aisle access.
Our Mint ® customers also have access to an assortment of complimentary food, beverages and products including a small-plates menu, artisanal snacks, alcoholic beverages, a blanket, pillows, an amenity kit and headphones. 8 Table of Contents On select transatlantic and coast-to-coast flights we offer a reimagined version of our Mint ® experience with a completely refreshed cabin design featuring private suites with aisle access.
ITEM 1. BUSINESS OVERVIEW General JetBlue Airways Corporation, is New York's Hometo wn Airline ® . As of December 31, 2023, JetBlue served over 100 destinations across the United States, the Caribbean and Latin America, Canada and Europe. JetBlue was incorporated in Delaware in August 1998 and commenced service on February 11, 2000.
ITEM 1. BUSINESS OVERVIEW General JetBlue Airways Corporation is New York's Hometo wn Airline ® . As of December 31, 2024, JetBlue served over 100 destinations across the United States, the Caribbean and Latin America, Canada and Europe. JetBlue was incorporated in Delaware in August 1998 and commenced service on February 11, 2000.
We believe our differentiated product and culture combined with our competitive cost structure enables us to compete effectively in the high-value geographies we serve. Looking to the future, we plan to continue to grow in our high-value geographies, invest in industry leading products, and provide award-winning service by our 24,000+ dedicated employees, whom we refer to as crewmembers.
We believe our differentiated product and culture combined with our competitive cost structure enables us to compete effectively in the high-value geographies we serve. Looking to the future, we plan to continue to grow in our high-value geographies, invest in industry leading products, and provide award-winning service by our 23,000+ dedicated employees, whom we refer to as crewmembers.
The industry's principal competitive factors include fares, brand and customer service, frequent flyer loyalty programs, route networks, flight schedules, aircraft types, safety records, codeshare and interline relationships, inflight entertainment and connectivity systems. JETBLUE EXPERIENCE We offer our customers a distinctive flying experience which we refer to as the “JetBlue Experience”.
The industry's principal competitive factors include fares, brand and customer service, frequent flyer loyalty programs, route networks, flight schedules, aircraft types, safety records, codeshare and interline relationships, inflight entertainment and connectivity systems. JETBLUE EXPERIENCE We offer our customers a distinctive flying experience which we refer to as the "JetBlue experience".
We believe we deliver award-winning service and product with low fares that focuses on the entire customer experience, from booking an itinerary to arrival at the final destination. We believe JetBlue is the carrier of choice for the majority of travelers who have been underserved by other airlines.
We believe we deliver award-winning service and product with competitive fares that focuses on the entire customer experience, from booking an itinerary to arrival at the final destination. We believe JetBlue is the carrier of choice for the majority of travelers who have been underserved by other airlines.
It is uniquely susceptible to external factors such as fuel costs, downturns in domestic and international economic conditions, weather-related disruptions, air traffic control (“ATC”) shortages, the spread of infectious diseases, the impact of airline restructurings or consolidations, and military actions or acts of terrorism.
It is uniquely susceptible to external factors such as fuel costs, downturns in domestic and international economic conditions, weather-related disruptions, air traffic control ("ATC") shortages, the spread of infectious diseases, the impact of airline restructurings or consolidations, and military actions or acts of terrorism.
We believe we are operating in compliance with DOT, FAA, TSA, CBP and applicable international regulations as well as hold all necessary operating and airworthiness authorizations and certificates. Should any of these authorizations or certificates be modified, suspended, or revoked, our business could be materially adversely affected.
We believe we are operating in compliance with DOT, FAA, TSA, CBP and applicable international regulations and hold all necessary operating and airworthiness authorizations and certificates. Should any of these authorizations or certificates be modified, suspended, or revoked, our business could be materially adversely affected.
Customs and Border Protection (“CBP”), operate under the Department of Homeland Security and are responsible for all civil aviation security. This includes passenger and baggage screening; cargo security measures; airport security; assessment and distribution of intelligence; security research and development; international passenger screening; customs; and agriculture.
Customs and Border Protection ("CBP"), operate under the Department of Homeland Security and are responsible for all civil aviation security. This includes passenger and baggage screening; cargo security measures; airport security; assessment and distribution of intelligence; security research and development; international passenger screening; customs; and agriculture.
These programs provide opportunities for external applicants to pursue a path to joining JetBlue in critical roles and support the continued growth of internal talent, growing leaders from within the organization. Our JetBlue Gateways offer a suite of eight distinct programs dedicated to helping support the next generation of pilots and aviation maintenance technicians.
These programs provide opportunities for external applicants to pursue a path to joining JetBlue in critical roles and support the continued growth of internal talent, growing leaders from within the organization. Our JetBlue Gateway programs offer a suite of eight distinct paths dedicated to helping support the next generation of pilots and aviation maintenance technicians.
The availability of international routes to U.S. airlines is regulated by treaties and related agreements between the U.S. and foreign governments. To the extent we seek to provide air transportation to additional international markets in the future, we would be required to obtain necessary authority from the DOT and the FAA as well as the applicable foreign government.
The availability of international routes to U.S. airlines is regulated by treaties and related agreements between the U.S. and foreign governments. 15 Table of Contents To the extent we seek to provide air transportation to additional international markets in the future, we would be required to obtain necessary authority from the DOT and the FAA as well as the applicable foreign government.
To the extent we are subject to FCC requirements, we take all necessary steps to comply with those requirements. Similarly, we are subject to various market and consumer protection laws and regulations promulgated by the Federal Trade Commission (“FTC”).
To the extent we are subject to FCC requirements, we take all necessary steps to comply with those requirements. Similarly, we are subject to various market and consumer protection laws and regulations promulgated by the Federal Trade Commission ("FTC").
Generally speaking, many of our areas of operations in the Northeast experience ATC delays and weather-related disruptions resulting in increased costs associated with de-icing aircraft, canceling flights, and accommodating displaced customers. Many of our Florida and Caribbean routes experience bad weather conditions in the summer and fall due to thunderstorms and hurricanes.
Generally speaking, many of our areas of operations in the Northeast experience ATC delays and weather-related disruptions resulting in increased costs associated with de-icing aircraft, canceling flights, accommodating displaced customers, and crewmember interrupted trip costs. Many of our Florida and Caribbean routes experience bad weather conditions in the summer and fall due to thunderstorms and hurricanes.
We have and maintain FAA certificates of airworthiness for all of our aircraft and have the necessary FAA authority to fly to all of the destinations we currently serve. Airport Access - Federal regulations, administered by the FAA, manage congestion at four U.S. airports: Ronald Reagan Washington National, LaGuardia, Newark and JFK.
We have and maintain FAA certificates of airworthiness for all of our aircraft and have the necessary FAA authority to fly to all of the destinations we currently serve. Airport Access - Federal regulations, administered by the FAA, manage congestion at three U.S. airports: Ronald Reagan Washington National, LaGuardia, and JFK.
Opportunities include the promotion of single-engine taxi and single-engine taxi without auxiliary power, improved ground power and pre-conditioned air hookup times when aircraft arrive at gates, 17 Table of Contents investing in ground power infrastructure for use during maintenance, and improvements to dispatch procedures to optimize fueling.
Opportunities include the promotion of single-engine taxi and single-engine taxi without auxiliary power, improved ground power and pre-conditioned air hookup times when aircraft arrive at gates, investing in ground power infrastructure for use during maintenance, and improvements to dispatch procedures to optimize fueling.
On July 14, 2022, TWU filed a representation application with the National Mediation Board (“NMB”) seeking an election among the 35 pilot instructors (called “Flight Instructors”). JetBlue disputed the TWU’s application alleging that “Flight Instructors” do not constitute a craft or class. On October 26, 2023, the NMB notified the participants that it rejected JetBlue’s argument and ordered an election.
On July 14, 2022, TWU filed a representation application with the National Mediation Board ("NMB") seeking an election among the 35 pilot instructors ("Flight Instructors"). JetBlue disputed the TWU's application alleging that Flight Instructors do not constitute a craft or class. On October 26, 2023, the NMB notified the participants that it rejected JetBlue's argument and ordered an election.
Although the distribution cost through this channel is higher than through our website, the average fare purchased through a GDS is generally higher and often covers the increased distribution costs. We currently participate in 10 Table of Contents several major GDSs and online travel agents.
Although the distribution cost through this channel is higher than through our website, the average fare purchased through a GDS is generally higher and often covers the increased distribution costs. We currently participate in several major GDSs and online travel agents.
In October 2016, the International Civil Aviation Organization (“ICAO”) passed a resolution adopting the Carbon Offsetting and Reduction Scheme for International Aviation (“CORSIA”), which is a global, market-based emissions offset program intended to promote carbon-neutral growth beyond 2020.
In October 2016, the International Civil Aviation Organization ("ICAO") passed a resolution adopting the Carbon Offsetting and Reduction Scheme for International Aviation ("CORSIA"), which is a global, market-based emissions offset program intended to promote carbon-neutral growth beyond 2020.
Differentiated Product and Culture Delivering the JetBlue Experience to our customers through our differentiated product and culture is core to our mission to inspire humanity. We look to attract new customers to our brand and provide current customers with a reason to come back by continuing to innovate and evolve the JetBlue Experience.
Differentiated Product and Culture Delivering the JetBlue experience to our customers through our differentiated product and culture is core to our mission to bring humanity back to air travel. We look to attract new customers to our brand and provide current customers with a reason to come back by continuing to innovate and evolve the JetBlue experience.
(2) Includes JFK, Newark, LaGuardia, and New York's Westchester County Airport. 11 Table of Contents Our peak levels of traffic over the course of the typical year vary by route.
(2) Includes JFK, Newark, LaGuardia, and New York's Westchester County Airport. Our peak levels of traffic over the course of the typical year vary by route.
SAF is expected to be the airline industry's key contributor to large-scale lifecycle emissions reduction, which is highly dependent on availability and costs of supply. We are regularly flying using SAF from various sources as a portion of our jet fuel usage today and are constantly seeking additional growth opportunities.
SAF is expected to be the airline industry's key contributor to large-scale lifecycle emissions reduction, which is highly dependent on availability and costs of supply. We are regularly flying using SAF from various sources as a portion of our jet fuel usage today.
Distribution Our primary and preferred distribution channel to customers is through our website, www.jetblue.com , our lowest cost channel. Our website allows us to more closely control and deliver the JetBlue Experience while also offering the full suite of JetBlue Fare Options, Even More ® Space and Speed, JetBlue Vacations ® , and other ancillary services.
Distribution Our primary and preferred distribution channel to customers is through our website, www.jetblue.com , our lowest cost channel. Our website allows us to more closely control and deliver the JetBlue experience while also offering the full suite of JetBlue Core fare options, EvenMore ® , Mint ® , JetBlue Vacations ® , and other ancillary services.
The historic distribution of available seat miles (“ASMs”), which we also refer to as capacity, by region for the years ending December 31 was: Capacity Distribution 2023 2022 2021 Transcontinental 29.9 % 30.8 % 31.0 % Caribbean & Latin America (1) 33.2 32.5 36.8 Florida 23.7 24.6 24.9 East 5.0 5.1 3.2 Central 4.5 5.0 3.0 West 0.6 0.5 0.7 Transatlantic (2) 3.1 1.5 0.4 Total 100.0 % 100.0 % 100.0 % (1) Domestic operations as defined by the U.S.
The historic distribution of available seat miles ("ASMs"), which we also refer to as capacity, by region for the years ending December 31 was: Capacity Distribution 2024 2023 2022 Transcontinental 27.0 % 29.9 % 30.8 % Caribbean & Latin America (1) 35.9 33.2 32.5 Florida 23.8 23.7 24.6 Other (East, Central, West) 8.0 10.1 10.6 Transatlantic 5.3 3.1 1.5 Total 100.0 % 100.0 % 100.0 % (1) Domestic operations as defined by the U.S.
Crewmember Group Representative Crewmembers (1) Amendable Date (2) Pilots Air Line Pilots Association (ALPA) 4,447 February 1, 2025 Inflight Transport Workers Union (TWU) 5,930 December 13, 2026 (1) Number of active full-time equivalent crewmembers as of December 31, 2023.
Crewmember Group Representative Crewmembers (1) Amendable Date (2) Pilots Air Line Pilots Association (ALPA) 4,492 February 1, 2025 Inflight Transport Workers Union (TWU) 5,302 December 13, 2026 (1) Number of active full-time equivalent crewmembers as of December 31, 2024.
Additionally, we have slots at other slot-controlled airports governed by unique local ordinances not subject to federal regulation as well as international destinations. 19 Table of Contents Transportation Security Administration and U.S. Customs and Border Protection - The Transportation Security Administration (“TSA”), and the U.S.
Additionally, we have slots at other slot-controlled airports governed by unique local ordinances not subject to federal regulation as well as international destinations. Transportation Security Administration and U.S. Customs and Border Protection - The Transportation Security Administration ("TSA"), and the U.S.
Effective and frequent communication throughout the organization is fostered through various means including periodic email messages from our CEO and other senior leaders, weekday news updates to all crewmembers, crewmember engagement surveys, and active leadership participation in new hire orientation.
Effective and frequent communication throughout the organization is fostered through various means including periodic email messages from our CEO and other senior leaders, weekday news updates to all crewmembers, crewmember engagement surveys, open forum meetings across our network referred to as "pocket sessions" and active leadership participation in new hire orientation.
These fixed costs vary based upon the age of the aircraft and other operating factors impacting the related component. Required maintenance not otherwise covered by these agreements is performed on a time and materials basis.
Many of our maintenance service agreements are based on a fixed cost per flight hour. These fixed costs vary based upon the age of the aircraft and other operating factors impacting the related component. Required maintenance not otherwise covered by these agreements is performed on a time and materials basis.
Because our network initiatives and growth plans require a low cost platform, we strive to stay focused on our competitive costs, operational excellence, and efficiency improvements. Due to post-pandemic labor shortages and subsequent collective bargaining agreement renewals, labor costs across the industry have increased significantly.
Because our network initiatives and growth plans require a low cost platform, we strive to stay focused on our competitive costs, operational excellence, and efficiency improvements. Due to post-pandemic labor shortages and subsequent collective bargaining agreement renewals, labor costs across the industry have increased significantly. As of December 31, 2024, we had an operating fleet of 290 aircraft.
Foreign Ownership - Under federal law and DOT regulations, JetBlue must be controlled by U.S. citizens. In this regard, our chief executive officer and at least two-thirds of our Board must be U.S. citizens. Further, no more than 24.99% of our outstanding common stock may be voted by non-U.S. citizens.
Foreign Ownership - Under federal law and DOT regulations, JetBlue must be controlled by U.S. citizens. In this regard, our chief executive officer and at least two-thirds of our Board must be U.S. citizens. Further, no more than 25% of our outstanding common stock may be voted by non-U.S. citizens. We believe we are currently in compliance with these requirements.
Our entire fleet is equipped with Fly-Fi ® , a broadband product that allows gate-to-gate Wi-Fi at every seat. Customers also have access to the Fly-Fi ® Hub, a content portal where customers can access a wide range of additional content from their own personal devices.
Our entire fleet is equipped with Fly-Fi ® , a broadband product that allows gate-to-gate wi-fi at every seat. Customers also have access to the Fly-Fi ® Hub, a content portal where customers can access a wide range of additional content from their own personal devices. All customers may enjoy an assortment of free snacks and non-alcoholic beverages.
The net book value of our assets pledged, or committed to be pledged, as security under various financing arrangements increased by $900 million from $6.2 billion at December 31, 2022 to $7.1 billion at December 31, 2023. JetBlue Ventures JetBlue Technology Ventures, LLC, (“JetBlue Ventures” or “JBV”) is a wholly owned subsidiary of JetBlue.
The net book value of our assets pledged, or committed to be pledged, as security under various financing arrangements increased by $259 million from $7.1 billion at December 31, 2023 to $7.3 billion at December 31, 2024. JetBlue Ventures JetBlue Technology Ventures, LLC, ("JetBlue Ventures" or "JBV") is a wholly owned subsidiary of JetBlue.
On September 25, 2023, American Airlines filed an appeal of the court's ruling. The wind down of the NEA is substantially complete, but remaining impacts could require us to incur additional costs and therefore have an impact on our financial condition and results of operations.
The wind down of the NEA is substantially complete, but remaining impacts could require us to incur additional costs and therefore have an impact on our financial condition and results of operations.
Sustaining a talent pipeline of skilled aviation professionals is also key to JetBlue’s success and we continue to cultivate a diverse, knowledgeable, and engaged workforce through a variety of development programs.
Sustaining a talent pipeline of skilled aviation professionals is also key to JetBlue's success and we continue to cultivate and build a qualified and engaged workforce, open to individuals regardless of background, through a variety of development programs.
Most of our airline operations are regulated by U.S. governmental agencies, including: DOT - The DOT primarily regulates economic issues affecting air service including, but not limited to, certification and fitness, insurance, consumer protection, and competitive practices.
We also operate under specific regulations due to our operations within the high density airspace of the Northeast. Most of our airline operations are regulated by U.S. governmental agencies, including: DOT - The DOT primarily regulates economic issues affecting air service including, but not limited to, certification and fitness, insurance, consumer protection, and competitive practices.
We believe we can adapt to the changing needs of our customers and a key element of our success is the belief that competitive fares and a great product need not be mutually exclusive.
We believe we can adapt to the changing needs of our customers and a key element of our success is the belief that competitive fares and a great product need not be mutually exclusive. We offer customers a choice of one of three JetBlue experiences: the core experience, EvenMore ® and Mint ® .
We believe we are currently in compliance with these ownership provisions. 20 Table of Contents Other Regulations - All airlines are subject to certain provisions of the Communications Act of 1934 due to their extensive use of radio and other communication facilities. They are also required to obtain an aeronautical radio license from the Federal Communications Commission (“FCC”).
Other Regulations - All airlines are subject to certain provisions of the Communications Act of 1934 due to their extensive use of radio and other communication facilities. They are also required to obtain an aeronautical radio license from the Federal Communications Commission ("FCC").
Our average full-time equivalent crewmembers for the year ended December 31, 2023 consisted of: Crewmember Group Number of full-time equivalent crewmembers Pilots 4,436 Inflight (1) 5,921 Airport operations 4,178 Technicians (2) 938 Reservation agents 779 Management and other personnel 4,380 (1) Referred to as flight attendants by other airlines. (2) Referred to as mechanics by other airlines.
Our average full-time equivalent crewmembers for the year ended December 31, 2024 consisted of: Crewmember Group Average full-time equivalent crewmembers Pilots 4,497 Inflight (1) 5,785 Airport operations 3,934 Technicians (2) 959 Reservation agents 477 Management and other personnel 4,170 (1) Referred to as flight attendants by other airlines. (2) Referred to as mechanics by other airlines.
As of December 31, 2023, JetBlue had six public and active SAF partners for current and future supply, which will support our target to convert 10% of our jet fuel usage to blended SAF by 2030. In 2023, JetBlue announced two new SAF initiatives.
As of December 31, 2024, JetBlue 14 Table of Contents had eight public and active SAF partners for current and future supply, which will support our target to convert 10% of our jet fuel usage to blended SAF by 2030.
(5) Technology Partnerships : Primarily through our subsidiary JBV, we support and invest in lower-emissions aircraft technologies such as electric and hydrogen aircraft, sustainable aviation fuel and direct air capture technologies. As of December 31, 2023, JBV has invested in 11 sustainability-related companies.
(5) Technology Partnerships : Primarily through our subsidiary JBV, we support and invest in lower-emissions aircraft technologies such as electric and hydrogen aircraft, sustainable aviation fuel and direct air capture technologies. As of December 31, 2024, JBV has invested in 11 sustainability-related companies. REGULATION Airlines are heavily regulated, with rules and regulations set by various federal, state, and local agencies.
Route Structure JetBlue's point-to-point system is designed to optimize costs as well as accommodate customers' preference for nonstop itineraries. A vast majority of our operations are centered in the heavily populated Northeast corridor of the U.S., which includes the New York and Boston metropolitan areas. This airspace is some of the world's most congested and drives certain operational constraints.
Refer to Part I, Item 2 "Properties" for additional information on our fleet. Route Structure JetBlue's point-to-point system is designed to optimize costs as well as accommodate customers' preference for nonstop itineraries. A vast majority of our operations are centered in the heavily populated Northeast corridor of the U.S., which includes the New York and Boston metropolitan areas.
Department of Transportation (“DOT”), include Puerto Rico and the U.S. Virgin Islands, but for the purposes of the capacity distribution table above, we have included these locations in the Caribbean and Latin America region. (2) We further expanded our presence in the transatlantic market with service from John F.
Department of Transportation ("DOT"), include Puerto Rico and the U.S. Virgin Islands, but for the purposes of the capacity distribution table above, we have included these locations in the Caribbean and Latin America region.
The majority of our flights touch at least one of our six focus cities: Focus City Nonstop Routes Served JetBlue Seats Offered (1) New York metropolitan area (2) 135 36 % Boston 75 27 % San Juan 12 27 % Fort Lauderdale-Hollywood 44 20 % Orlando 52 9 % Los Angeles area 21 5 % (1) Reflects JetBlue's seat share in each focus city compared to the industry as a whole.
The majority of our flights touch at least one of our six focus cities: Focus City Nonstop Routes Served JetBlue Seats Offered (1) New York metropolitan area (2) 130 14 % Boston 75 25 % San Juan 18 26 % Fort Lauderdale-Hollywood 43 19 % Orlando 28 10 % Los Angeles 18 3 % (1) Reflects JetBlue's seat share in each focus city which includes regional jet flying compared to the industry as a whole.
Among other things, plaintiffs seek monetary damages on behalf of a putative class of direct purchasers of airline tickets from JetBlue and American Airlines and, depending on the specific case, other airlines on flights to or from four airports (JFK, BOS, LaGuardia, Newark) from July 16, 2020 through the present. Plaintiffs in these actions also seek to enjoin the NEA.
Among other things, plaintiffs seek injunctive relief and monetary damages on behalf of a claimed putative class of direct purchasers of airline tickets from JetBlue and American Airlines and, depending on the specific case, other airlines on flights to or from NEA airports from July 16, 2020 through the time that the NEA was in effect and also to the alleged anticompetitive effects of the defendants' conduct.
JetBlue believes these lawsuits are without merit and has moved to dismiss the claims. Marketing JetBlue is a widely recognized and respected global brand. JetBlue created a new category in air travel and our brand stands for offering a great product with low fares.
Following denial of a motion to dismiss, discovery has commenced. The Company intends to vigorously defend against these lawsuits. We continue to believe these lawsuits are without merit. Marketing JetBlue is a widely recognized and respected global brand. JetBlue created a new category in air travel and our brand stands for offering a great product with competitive fares.
The Flight Instructors voted for TWU representation. Contract negotiations have not yet begun. We have individual employment agreements with each of our non-unionized FAA licensed crewmembers which consist of dispatchers, technicians, inspectors, and air traffic controllers. Each employment agreement is for a term of five years and renews for an additional five-year term.
The Flight Instructors voted for TWU representation. Contract negotiations for an initial collective bargaining agreement ("CBA") began in April 2024 and are ongoing. We have individual employment agreements with each of our non-unionized FAA licensed crewmembers which consist of dispatchers, technicians, inspectors, and air traffic controllers.
JetBlue Travel Products JetBlue Travel Products, LLC (“JBTP”), a wholly owned JetBlue subsidiary, encompasses the JetBlue Vacations ® brand, offering integrated travel packages including hotel, cruise, and non-air travel products like insurance, car rentals, and activities. Headquartered in Fort Lauderdale, JBTP aims to enhance JetBlue's vision of inspiring humanity by providing comprehensive travel experiences.
JetBlue Travel Products JetBlue Travel Products, LLC ("JBTP"), a wholly owned JetBlue subsidiary, encompasses the JetBlue Vacations ® brand, offering integrated travel packages including hotel, cruise, and non-air travel products like insurance, car rentals, and activities.
Airline Commercial Partnerships Airlines frequently participate in commercial partnerships with other carriers in order to increase customer convenience by providing interline-connectivity, codeshare, complementary flight schedules, frequent flyer program reciprocity, and other joint marketing activities. As of December 31, 2023, we had 47 a i rline commercial partnerships.
Airline Commercial Partnerships Airlines frequently participate in commercial partnerships with other carriers in order to increase customer convenience by providing interline-connectivity, codeshare, complementary flight schedules, frequent flyer program reciprocity, and other joint marketing activities. Our commercial partnerships typically begin as an interline agreement allowing a customer to book a single itinerary with tickets on multiple airlines.
Financial Health We strive for continued revenue growth and execution on our structural cost program to return to long-term profitability. We remain focused on maintaining a healthy liquidity balance, ending the year with $1.7 billion of cash and cash equivalents, short term investments and long-term marketable securities.
Financial Health In 2024, we completed our structural cost program to set the foundation for continued cost control through our strategic operating plan, JetForward . We remain focused on maintaining a healthy liquidity balance, ending the year with $3.9 billion of cash and cash equivalents, short term investments and long-term marketable securities.
WHERE YOU CAN FIND OTHER INFORMATION Our website is www.jetblue.com . Information contained on our website is not part of this Report.
Information contained on our website is not part of this Report.
In the event of a downturn in our business, resulting in a reduction of flying and related work hours, we are obligated to pay these crewmembers a guaranteed level of income and continue their benefits. We provide what we believe to be industry-leading job protection through these agreements.
In the event of a downturn in our business, resulting in a reduction of flying and related work hours, we are obligated 13 Table of Contents to pay these crewmembers a guaranteed level of income and continue their benefits if they do not obtain other aviation employment.
We outsource heavy maintenance as the costs are lower than if we were to perform the tasks internally. Component maintenance on equipment such as engines, auxiliary power units, landing gears, pumps, and avionic computers are all performed by a number of different FAA-certified repair stations that are surveilled and approved by JetBlue.
We have fixed price flight hour agreements for the repair, overhaul, modification, and logistics of our Airbus aircraft engines. Component maintenance on equipment such as auxiliary power units, landing gears, pumps, avionic computers, and in-flight entertainment equipment are all performed by a number of different FAA-certified repair stations that are surveilled and approved by JetBlue.
With this target, JetBlue set a goal to reduce well-to-wake (lifecycle) scope 1 and 3 greenhouse gas ("GHG") emissions related to jet fuel by 50% per revenue tonne kilometer ("RTK") by 2035 from a 2019 base year. Aligned with SBTi requirements, JetBlue will also regularly review and update this target.
In 2022, we received approval from the Science Based Targets Initiative ("SBTi") for our near-term emissions reduction target on the path to net zero. With this target, JetBlue set a goal to reduce well-to-wake (lifecycle) scope 1 and 3 greenhouse gas ("GHG") emissions related to jet fuel by 50% per revenue tonne kilometer by 2035 from a 2019 base year.
Network We are a predominately point-to-point system carrier with 95% of our routes touching at least one of our six focus cities: New York, Boston, Fort Lauderdale-Hollywood, Orlando, Los Angeles and San Juan. All six of our focus cities are in regions with a diverse mix of traffic. Leisure traveler focused airlines are often faced with high seasonality.
The JFK lounge is expected to open in late 2025, with the BOS lounge expected to follow shortly thereafter. Network We are a predominately point-to-point system carrier with 96% of our routes touching at least one of our six focus cities: New York, Boston, Fort Lauderdale-Hollywood, Orlando, Los Angeles and San Juan.
We attempt to protect ourselves against the volatility of fuel prices by entering into a variety of derivative instruments with underlyings of jet fuel, crude, and heating oil. In 2023, we effectively hedged a portion of exposure to price spikes by utilizing call spread options with an underlying of jet fuel.
It also includes effective fuel hedging gains and losses. We attempt to protect ourselves against the volatility of fuel prices by entering into a variety of derivative instruments with underlyings of jet fuel, crude, and heating oil.
With environmental sustainability as one of our key company-wide strategic priorities, we are pursuing the following six key levers to reduce the emissions associated with our business: (1) Fleet Renewal: Our investments in new next generation aircraft are increasing fuel efficiency and reducing associated costs.
Aligned with SBTi requirements, JetBlue plans to regularly review and update this target. We are pursuing the following five key levers to reduce the emissions associated with our business: (1) Fleet Renewal: Our investments over time in new next generation aircraft are aimed at increasing fuel efficiency and reducing associated costs.
All other maintenance activities are sub-contracted to qualified maintenance, repair, and overhaul facilities. 12 Table of Contents Aircraft Fuel Aircraft fuel continues to be one of our largest expenses. Price has been extremely volatile due to global economic and geopolitical factors which we can neither control nor accurately predict.
Aircraft Fuel Aircraft fuel continues to be one of our largest expenses. Price has been extremely volatile due to global economic and geopolitical factors which we can neither control nor accurately predict. Our 2024 fuel consumption decreased by 4.9% due to lower capacity and our average price per gallon decreased 12.1% compared to 2023.
TrueBlue Mosaic ® is an additional program threshold for our most loyal customers which features four levels, Mosaic 1, Mosaic 2, Mosaic 3 and Mosaic 4. In May 2023, we launched a new TrueBlue ® Loyalty Program, bringing more choices and new perks for customers.
TrueBlue Mosaic ® is an additional program threshold for our most loyal customers which features four levels, Mosaic 1, Mosaic 2, Mosaic 3 and Mosaic 4. Our TrueBlue ® loyalty program brings many choices and perks for customers. TrueBlue ® offers tiles as the way to track and measure progress toward Mosaic status.
For the year ended December 31, 2023, we employed an average of 19,232 active full-time and 4,156 active part-time crewmembers. Our average number of active full-time equivalent crewmembers increased by 2.8% compared to 2022. 15 Table of Contents All JetBlue crewmembers have the right to an open and respectful workplace.
For the year ended December 31, 2024, we employed an average of 19,403 active full-time and 3,390 active part-time crewmembers. Our average number of active full-time equivalent crewmembers decreased by 3.9% compared to 2023.
One of our competitive strengths is a service-oriented culture grounded in our five key values: safety, caring, integrity, passion, and fun. We believe a highly productive and engaged workforce enhances customer loyalty. Our goal is to hire, train, and retain a diverse workforce of caring, passionate, fun, and friendly people who share our mission to inspire humanity.
HUMAN CAPITAL MANAGEMENT Our People and Culture We believe our success depends on our crewmembers delivering the JetBlue experience in the sky and on the ground. One of our competitive strengths is a service-oriented culture rooted in our five key values: safety, caring, integrity, passion, and fun. We believe a highly productive and engaged workforce enhances customer loyalty.
By participating in this program, we are eligible to bid on and be awarded peacetime airlift contracts with the U.S. military. Insurance We carry various types of insurance customary in the airline industry and at amounts deemed adequate to protect us and our property as well as comply with both federal regulations and certain credit and lease agreements.
Insurance We carry various types of insurance customary in the airline industry and at amounts deemed adequate to protect us and our property as well as comply with both federal regulations and certain credit and lease agreements. 16 Table of Contents WHERE YOU CAN FIND OTHER INFORMATION Our website is www.jetblue.com .
Our commercial partnerships typically begin as an interline agreement allowing a customer to book a single itinerary with tickets on multiple airlines. On their day of travel, customers have a simplified airport experience with single check-in and bag drop.
On their day of travel, customers have a simplified airport experience with single check-in and bag drop.
Our historical fuel consumption and costs for the years ended December 31 were: 2023 2022 2021 Gallons consumed (millions) 897 842 696 Total cost (millions) (1) $ 2,720 $ 3,105 $ 1,436 Average price per gallon (1) $ 3.03 $ 3.69 $ 2.06 Percent of operating expenses 27.6 % 32.8 % 23.5 % (1) Total cost and average price per gallon each include related fuel taxes as well as effective fuel hedging gains and losses.
Our historical fuel consumption and costs for the years ended December 31 were: 2024 2023 2022 Gallons consumed (millions) 853 897 842 Total cost (millions) (1) $ 2,343 $ 2,807 $ 3,190 Average price per gallon (1) $ 2.75 $ 3.13 $ 3.79 Percent of operating expenses 23.5 % 28.5 % 33.7 % (1) Total cost and average price per gallon each include the cost of jet fuel, related taxes, into-plane, transportation, airport fuel flowage, and storage fees.
Fleet Maintenance Consistent with our core value of safety, our Federal Aviation Administration (“FAA”) approved maintenance programs are administered by our technical operations department. We use qualified maintenance personnel who receive comprehensive training. We maintain our aircraft and associated maintenance records in accordance with, if not exceeding, FAA regulations.
As we enter new markets, we could be subject to additional seasonal variations along with competitive responses by other airlines. Fleet Maintenance Consistent with our core value of safety, our Federal Aviation Administration ("FAA") approved maintenance programs are administered by our technical operations department. We use qualified maintenance personnel who receive comprehensive training.
All customers may enjoy an assortment of free and unlimited name-brand snacks and non-alcoholic beverages. Because of our network strength in leisure destinations, we also sell vacation packages through our wholly owned subsidiary, JetBlue Travel Products, LLC (“JBTP”), which offers one-stop, value-priced vacation services for self-directed packaged travel planning.
Because of our network strength in leisure destinations, we also sell vacation packages through our wholly owned subsidiary, JetBlue Travel Products, LLC ("JBTP"), which offers one-stop, value-priced vacation services for self-directed packaged travel planning. These packages offer competitive fares for air travel on JetBlue along with a selection of JetBlue-recommended hotels and resorts, car rentals, and local attractions.
On September 21, 2021, the United States Department of Justice, along with the Attorneys General of six states and the District of Columbia filed suit against JetBlue and American Airlines seeking to enjoin the NEA, alleging that it violates Section 1 of the Sherman Act. The court issued a decision on May 19, 2023, permanently enjoining the NEA.
Northeast Alliance In July 2020, JetBlue and American Airlines entered into the Northeast Alliance ("NEA") which was designed to optimize our respective networks at JFK, BOS, LaGuardia Airport ("LaGuardia"), and Newark Liberty International Airport ("Newark"). 9 Table of Contents On September 21, 2021, the United States Department of Justice, along with the Attorneys General of six states and the District of Columbia filed suit against JetBlue and American Airlines seeking to enjoin the NEA, alleging that it violated Section 1 of the Sherman Act.
JetBlue Vacations® allows customers to combine JetBlue flights with hotels and cruises, offering savings, exclusive benefits like early boarding, free inflight drinks, and flexible payment options. In 2021, JBTP launched Paisly TM by JetBlue®, a travel website for booking individual travel components, with expanded access to all travelers in 2023.
JBTP aims to enhance JetBlue's vision of inspiring humanity by providing comprehensive travel experiences. 12 Table of Contents JetBlue Vacations ® allows customers to combine JetBlue flights with hotels and cruises, offering savings, exclusive benefits like early boarding, free inflight drinks, and flexible payment options.
The new program is designed to provide even more TrueBlue ® members with the opportunity to get rewarded, even before achieving Mosaic ® status. The new TrueBlue ® also enhances the TrueBlue Mosaic ® program to include four distinct Mosaic levels, each featuring a Mosaic signature perk and an additional Mosaic perk you pick.
Tiles are earned based on a combination of travel spend and credit card spend. The program is designed to provide TrueBlue ® members many opportunities to get rewarded, even before achieving Mosaic ® status. TrueBlue ® includes four distinct Mosaic levels, each featuring Mosaic Signature Perks and a selection from the Mosaic Perks You Pick ® menu.
In February 2023, our ground operations crewmembers voted to maintain our direct relationship rather than elect a union. 14 Table of Contents As of December 31, 2023, approximately 51% of our full-time equivalent crewmembers were represented by unions. The following table sets forth our crewmember groups and the status of their respective collective bargaining agreements.
Labor Unions and Non-Unionized Crewmembers Except for our pilots and inflight crewmembers, our other frontline crewmembers do not have third-party representation. As of December 31, 2024, approximately 51% of our full-time equivalent crewmembers were represented by unions. The following table sets forth our crewmember groups and the status of their respective collective bargaining agreements.
Each Mint ® seat includes a fully lie-flat bed with our exclusive Tuft & Needle ® sleep experience.
Customers on select coast-to-coast, Caribbean and Latin American routes and all transatlantic flights have the option to purchase Mint ® , our lie-flat premium service. Each Mint ® seat includes a fully lie-flat bed with our exclusive Tuft & Needle ® sleep experience.
These different fares allow customers to select the products or services they need or value when they travel, without having to pay for the things they do not need or value. Our customers enjoy seats in a comfortable layout with the most legroom in the main cabin of all U.S. airlines, based on average fleet-wide seat pitch.
These different fares allow customers to select the products or services they need or value when they travel, without having to pay for the things they do not need or value. We offer core customers comfortable seating to relax and enjoy the JetBlue experience.
Fleet maintenance work is divided into three categories: line maintenance, heavy maintenance, and component maintenance. The bulk of our line maintenance is handled by JetBlue technicians and inspectors. It consists of service checks, interior maintenance, weekly checks, phased “A” checks and “B” checks, along with periodic diagnostics, routine repairs, and non-routine component replacements.
It consists of service checks, interior maintenance, weekly checks, phased "A" checks and "B" checks, along with periodic diagnostics, routine repairs, departure checks on our transatlantic flights and non-routine component replacements.
Our Industry and Competition The U.S. airline industry is extremely competitive and challenging, and results are often volatile.
Our principal executive offices are located at 27-01 Queens Plaza North, Long Island City, New York 11101 and our telephone number is (718) 286-7900. Our Industry and Competition The U.S. airline industry is extremely competitive and challenging, and results are often volatile.
As a result, we continually work to manage our mix of customers to include both business travelers and travelers visiting friends and relatives (“VFR”). VFR travelers tend to be slightly less seasonal and less susceptible to economic downturns than traditional leisure destination travelers.
All six of our focus cities are in regions with a diverse mix of traffic. Leisure traveler focused airlines are often faced with high seasonality. As a result, we continually work to manage our mix of customers to include both business travelers and travelers visiting friends and relatives ("VFR").
We also have co-branded loyalty credit cards issued by Banco Popular de Puerto Rico and MasterCard ® in Puerto Rico as well as Banco Popular Dominicano and MasterCard ® in the Dominican Republic.
We also have co-branded loyalty credit cards issued by Banco Popular de Puerto Rico and MasterCard ® in Puerto Rico, Banco Popular Dominicano and MasterCard ® in the Dominican Republic, and CIBC Caribbean and MasterCard ® in Barbados, Jamaica, Trinidad, the Bahamas, and the Cayman Islands. 10 Table of Contents In 2024, w e also expanded the co-brand portfolio with the announcement of a premium co-branded credit card, which launched in January 2025.
Understanding the purpose of our customers' travel helps us to optimize destinations, strengthen our network, and increase unit revenues. As of December 31, 2023, we serv ed 115 destinations (“BlueCities”) in 32 states , the District of Columbia, the Commonwealth of Puerto Rico, the U.S. Virgin Island s, and 31 countries in the Caribbean and Latin America, Canada and Europe.
As of December 31, 2024, we serv ed 105 destinations ("BlueCities") in 28 states , the District of Columbia, the Commonwealth of Puerto Rico, the U.S. Virgin Island s, and 31 countries in the Caribbean and Latin America, Canada and Europe. We group our capacity distribution based upon geographical regions rather than on mileage or a length-of-haul basis.

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Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

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Biggest changeOur level of debt and other fixed obligations could: • impact our ability to obtain additional financing to support capital expansion plans and for working capital and other purposes on acceptable terms or at all; • divert substantial cash flow from our operations, execution of our commercial initiatives, and expansion plans in order to service our fixed obligations; • require us to incur more interest expense than we currently do if rates were to increase, since approximately 2% of our debt has floating interest rates; • place us at a possible competitive disadvantage compared to less leveraged competitors and competitors with better access to capital resources or more favorable financing terms; and • lead to rating agency downgrades which in turn could impact our ability to raise capital at attractive terms. 34 Table of Contents Our ability to make scheduled payments on our debt and other fixed obligations will depend on our future operating performance and cash flows, which in turn will depend on prevailing economic and political conditions and financial, competitive, regulatory, business and other factors, many of which are beyond our control.
Biggest changeThe amount of our existing debt, and other fixed obligations, and potential increases in the amount of our debt and other fixed obligations could have important consequences to investors and could require a substantial portion of cash flows from operations for debt service payments, thereby reducing the availability of our cash flow to fund working capital, capital expenditures, and other general corporate purposes. 26 Table of Contents Our level of debt and other fixed obligations could: • impact our ability to obtain additional financing to support capital expansion plans, including our JetForward strategy and for working capital and other purposes on acceptable terms or at all; • divert substantial cash flow from our operations, execution of our commercial initiatives, and expansion plans in order to service our fixed obligations; • require us to incur more interest expense than we currently do if rates were to increase, since approximately 20% of our debt has floating interest rates; • place us at a possible competitive disadvantage compared to less leveraged competitors and competitors with better access to capital resources or more favorable financing terms; and • lead to rating agency downgrades which in turn could impact our ability to raise capital at attractive terms.
Any compromises to the availability, integrity or confidentiality of our IT Systems or Confidential Information could have a material adverse effect on our reputation, business, operating results, and financial condition, and could result in a loss of customers. For example, personal information may be lost, disclosed, accessed, or taken without consent.
Any compromises to the confidentiality, integrity or availability of our IT Systems or Confidential Information could have a material adverse effect on our reputation, business, operating results, and financial condition, and could result in a loss of customers. For example, personal information may be lost, disclosed, accessed, or taken without consent.
As a result, we are subject to the risks of doing business outside the United States, including: • the costs of complying with laws, regulations, and policies (including taxation policies) of foreign governments relating to investments and operations, the costs or desirability of complying with local practices and customs, and the impact of various anti-corruption and other laws affecting the activities of U.S. companies abroad; • evolving local data residency requirements that require data to be stored only in and, in some cases, also to be accessed only from within, a certain jurisdiction; • U.S. taxation of income earned abroad; • import and export licensing requirements and regulations, as well as unforeseen changes in regulatory requirements, including imposition of tariffs or embargoes, import or export regulations, controls, and other trade restrictions; 23 Table of Contents • political and economic instability, including as a result of the ongoing conflict between Russia and Ukraine; • fluctuations in GDP, interest and currency exchange rates, civil disturbances, government instability, nationalization and expropriation of private assets, trafficking and the imposition of taxes or other charges by governments; • health and safety protocols, including global care and cleanliness certifications, at the airports in which we operate; • the complexity of managing an organization doing business in many jurisdictions; • uncertainties as to local laws and enforcement of contract and intellectual property rights and occasional requirements for onerous contract clauses; and • rapid changes in government, economic, and political policies; political or civil unrest; acts of terrorism; or the threat of international boycotts or U.S. anti-boycott legislation.
As a result, we are subject to the risks of doing business outside the United States, including: • the costs of complying with laws, regulations, and policies (including taxation policies) of foreign governments relating to investments and operations, the costs or desirability of complying with local practices and customs, and the impact of various anti-corruption and other laws affecting the activities of U.S. companies abroad; • evolving local data residency requirements that require data to be stored only in and, in some cases, also to be accessed only from within, a certain jurisdiction; • U.S. and foreign taxation of income earned abroad; 19 Table of Contents • import and export licensing requirements and regulations, as well as unforeseen changes in regulatory requirements, including imposition of tariffs or embargoes, import or export regulations, controls, and other trade restrictions; • political and economic instability, including as a result of the ongoing conflict between Russia and Ukraine; • fluctuations in GDP, interest and currency exchange rates, civil disturbances, government instability, nationalization and expropriation of private assets, trafficking and the imposition of taxes or other charges by governments; • health and safety protocols, including global care and cleanliness certifications, at the airports in which we operate; • the complexity of managing an organization doing business in many jurisdictions; • uncertainties as to local laws and enforcement of contract and intellectual property rights and occasional requirements for onerous contract clauses; and • rapid changes in government, economic, and political policies; political or civil unrest; acts of terrorism; or the threat of international boycotts or U.S. anti-boycott legislation.
A material decease in the rate of credit interchange reimbursement fees, either voluntarily by card processing networks or mandated by authorities, would adversely affect the TrueBlue ® loyalty program, as well as the loyalty programs that our airline partners operate, and would have an adverse effect on JetBlue's business and operating results.
A material decease in the rate of interchange reimbursement fees, either voluntarily by card processing networks or mandated by authorities, would adversely affect the TrueBlue ® loyalty program, as well as the loyalty programs that our airline partners operate, and would have an adverse effect on JetBlue's business and operating results.
We believe one of our competitive strengths is our service-oriented company culture, which emphasizes friendly, helpful, team-oriented, and customer-focused crewmembers. Our company culture is important to providing high quality customer service and having a productive workforce in order to help keep our costs low.
We believe one of our competitive strengths is our service-oriented company culture, which emphasizes friendly, helpful, qualified, team-oriented, and customer-focused crewmembers. Our company culture is important to providing high quality customer service and having a productive workforce in order to help keep our costs low.
While we have in past engaged, and expect in future to continue to engage, in voluntary initiatives (such as voluntary disclosures, certifications, or goals) to improve the ESG profile of our Company and/or offerings or to respond to stakeholder expectations, such initiatives may be costly and may not have the desired effect.
While we have in past engaged, and expect in future to continue to engage, in voluntary initiatives (such as voluntary disclosures, certifications, or goals) to improve the profile of our Company and/or offerings or to respond to stakeholder expectations, such initiatives may be costly and may not have the desired effect.
Unfavorable ESG ratings could lead to increased negative investor sentiment towards us or our industry, which could negatively impact our share price as well as our access to and cost of capital.
Unfavorable ratings could lead to increased negative investor sentiment towards us or our industry, which could negatively impact our share price as well as our access to and cost of capital.
Expectations regarding voluntary ESG initiatives and disclosures may result in increased costs (including but not limited to increased costs related to compliance, stakeholder engagement, contracting and insurance), changes in demand for certain product or service offerings, enhanced compliance or disclosure obligations, or other impacts to our business, financial condition, or results of operations.
Expectations regarding voluntary sustainability initiatives and disclosures may result in increased costs (including but not limited to increased costs related to compliance, stakeholder engagement, contracting and insurance), changes in demand for certain product or service offerings, enhanced compliance or disclosure obligations, or other impacts to our business, financial condition, or results of operations.
Our business would also be harmed by any circumstances causing a reduction in demand for air transportation in the New York metropolitan area, such as adverse changes in local economic conditions, health concerns, including a resurgence of COVID-19, climatic concerns (including adverse weather and sea-level rise), negative public perception of New York City, acts of terrorism, or significant price or tax increases linked to increases in airport access costs and fees imposed on passengers.
Our business would also be harmed by any circumstances causing a reduction in demand for air transportation in the New York metropolitan area, such as adverse changes in local economic conditions, health concerns, climatic concerns (including adverse weather and sea-level rise), negative public perception of New York City, acts of terrorism, or significant price or tax increases linked to increases in airport access costs and fees imposed on passengers.
There can be no assurance that these measures will lead to a significant reduction in costs. 22 Table of Contents A material reduction in the rate of interchange reimbursement fees could have an adverse effect on JetBlue's business and operating results.
There can be no assurance that these measures will lead to a significant reduction in costs. 18 Table of Contents A material reduction in the rate of interchange reimbursement fees could have an adverse effect on JetBlue's business and operating results.
Data and Information Security Related Risks Our reputation and business may be harmed and we may be subject to legal claims if there is disruption to our information technology systems or loss, unlawful disclosure or misappropriation of, or unsanctioned access to, our customers’, crewmembers’, business partners’ or our own information or other breaches of our information security.
Information Security and Privacy Related Risks Our reputation and business may be harmed, and we may be subject to legal claims if there is disruption to our information technology systems or loss, unlawful disclosure or misappropriation of, or unsanctioned access to, our customers', crewmembers', business partners' or our own information or other breaches of our information security.
Certain of these seasonal factors, including adverse weather conditions in the East Coast, Florida and Caribbean, have been adversely effected by climate change in recent years, and are likely to continue to be adversely exacerbated by the physical effects of climate change for the foreseeable future.
Certain of these seasonal factors, including adverse weather conditions in the East Coast, Florida and Caribbean, have been adversely affected by climate change in recent years, and are likely to continue to be adversely exacerbated by the physical effects of climate change for the foreseeable future.
If our liquidity is materially diminished, we might not be able to timely pay our leases and debts or comply with certain operating and financial covenants under our financing and credit card processing agreements or with other material provisions of our contractual obligations.
If our liquidity were to be materially diminished, we might not be able to timely pay our leases and debts or comply with certain operating and financial covenants under our financing and credit card processing agreements or with other material provisions of our contractual obligations.
Many aspects of airlines’ operations are subject to increasingly stringent environmental regulations, and growing concerns about climate change and other matters, including an evolving set of previously unregulated substances, may result in the imposition of additional regulation.
Many aspects of airlines' operations are subject to increasingly stringent environmental regulations and enforcement policies, and growing concerns about climate change and other matters, including an evolving set of previously unregulated substances, may result in the imposition of additional regulation.
Data security compliance requirements could increase our costs, and any significant data breach could disrupt our operations and harm our reputation, business, results of operations and financial condition. We are subject to increasing legislative, regulator, and customer focus on privacy issues and data security.
Data security compliance requirements could increase our costs, and any significant data breach could disrupt our operations and harm our reputation, business, results of operations and financial condition. We are subject to increasing legislative, regulatory, and customer focus on privacy issues and data security.
For example, there have been increasing allegations of greenwashing against companies making significant ESG claims due to a variety of perceived deficiencies in actions, statements, or methodology, including as stakeholder perceptions of sustainability continue to evolve.
For example, there have been increasing allegations of greenwashing against companies making significant environmental or sustainability claims due to a variety of perceived deficiencies in actions, statements, or methodology, including as stakeholder perceptions of sustainability continue to evolve.
Additional laws including executive orders, regulations, tax laws, and airport rates and charges have been proposed from time to time that could significantly increase the cost of airline operations or reduce the demand for air travel.
Additional laws including executive orders, regulations, tax laws, and airport rates and charges have been proposed from time to time that could significantly increase the cost of or otherwise constrain airline operations or reduce the demand for air travel.
See “ Our liquidity could be adversely impacted in the event one or more of our credit card processors were to impose material reserve requirements for payments due to us from credit card transactions.” Our substantial level of indebtedness and non-investment grade credit rating, as well as market conditions and the availability of assets as collateral for loans or other indebtedness, may make it difficult for us to raise additional capital if 36 Table of Contents needed to meet our liquidity needs on acceptable terms, or at all.
See " Our liquidity could be adversely impacted in the event one or more of our credit card processors were to impose material reserve requirements for payments due to us from credit card transactions." Our substantial level of indebtedness and non-investment grade credit rating, as well as market conditions and the availability of assets as collateral for loans or other indebtedness, may make it difficult for us to raise additional capital if needed to meet our liquidity needs on acceptable terms, or at all.
Management's Discussion and Analysis of Financial Condition and Results of Operations, our consolidated financial statements and the related notes, included in Part II. Item 8 and our “Forward Looking Information.” Risks Related to JetBlue We operate in an extremely competitive industry. The domestic airline industry is characterized by low profit margins, high fixed costs, and significant competition.
"Management's Discussion and Analysis of Financial Condition and Results of Operations," our consolidated financial statements and the related notes, included in Part II. Item 8 and our "Forward-Looking Information." RISKS RELATED TO JETBLUE Competitive Risks We operate in an extremely competitive industry. The domestic airline industry is characterized by low profit margins, high fixed costs, and significant competition.
We also require our third party 32 Table of Contents providers to have disaster recovery plans; however, we cannot assure you these measures are adequate to prevent disruptions, which, if they were to occur, could result in the loss of important data, increase our expenses, decrease our revenues, and generally harm our business, reputation, and brand.
We also require our third-party providers to have disaster recovery plans; however, we cannot assure you these measures are adequate to prevent disruptions, which, if they were to occur, could result in the loss of important data, increase our expenses, decrease our revenues, and generally harm our business, reputation, and brand.
There can be no assurance that there will not be a material decrease in credit card interchange reimbursement fees, including due to new laws or regulatory action by the government.
There can be no assurance that there will not be a material decrease in interchange reimbursement fees, including due to new laws or regulatory action by the government.
Each of these operations includes flights that gather and distribute traffic to other major cities. A significant interruption or disruption in service at one or more of our focus cities could have a serious impact on our business, financial condition, and results of operations.
Each of these operations includes 20 Table of Contents flights that gather and distribute traffic to other major cities. A significant interruption or disruption in service at one or more of our focus cities could have a serious impact on our business, financial condition, and results of operations.
If we fail, or are perceived to fail, to comply with or advance certain ESG initiatives (including the timeline and manner in which we complete such initiatives), we may be subject to various adverse impacts, including reputational damage and potential stakeholder engagement and/or litigation, even if such initiatives are currently voluntary.
If we fail, or are perceived to fail, to comply with or advance certain environmental or social initiatives (including the timeline and manner in which we complete such initiatives), we may be subject to various adverse impacts, including reputational damage and potential stakeholder engagement and/or litigation, even if such initiatives are currently voluntary.
There is a 24 Table of Contents possibility that airport authorities, suffering from revenue shortfalls due to the pandemic, may attempt to recover those shortfalls by passing along the costs or increasing rents or fees to airline tenants. Our operations may in the future be impacted by disruptions associated with the current ATC system utilized by the U.S. government.
There is a possibility that airport authorities, suffering from revenue shortfalls due to the pandemic, may attempt to recover those shortfalls by passing along the costs or increasing rents or fees to airline tenants. Our operations may in the future be impacted by disruptions associated with the current ATC system utilized by the U.S. government.
In addition, ATC shortages in the Northeast have forced us to cut back our capacity plans to help protect our operations. The FAA has granted a temporary slot relief of 10% until October 2024, but there is no guarantee that relief will be extended and ATC shortages may continue beyond the period of relief.
In addition, ATC staffing shortages in the Northeast and Florida have forced us to cut back our capacity plans to help protect our operations. The FAA has granted a temporary slot relief of 10% until October 2025, but there is no guarantee that relief will be extended and ATC staffing shortages may continue beyond the period of relief.
The latest proposal in the EU, which was approved by the European Parliament in September 2023 and the European Council in October 2023 would impose a SAF blending standard starting at 2% in 2025 and rising to 70% in 2050. Other countries, including the UK, have adopted or are considering adopting similar SAF requirements.
The latest proposal in the EU, which was 31 Table of Contents approved by the European Parliament in September 2023 and the European Council in October 2023 would impose a SAF blending standard starting at 2% in 2025 and rising to 70% in 2050. Other countries, including the UK, have adopted or are considering adopting similar SAF requirements.
Expectations around a company’s management of ESG matters continues to evolve rapidly, in many instances due to factors that are out of our control.
Expectations around a company's management of such matters continues to evolve rapidly, in many instances due to factors that are out of our control.
Our available seat miles that take off or land outside the United States and Canada represented approximatel y 37% of o ur revenues for the year ended December 31, 2023. Over the long term, we expect our international operations may account for an increasing portion of our total revenues and available seat miles.
Our available seat miles that take off or land outside the United States and Canada represented approximatel y 39% of o ur revenues for the year ended December 31, 2024. Over the long term, we expect our international operations may account for an increasing portion of our total revenues and available seat miles.
At present, we have existing aircraft commitments through 2029. As technological evolution occurs in our industry, through the use of composites and other innovations, we may be competitively disadvantaged because we have existing extensive fleet commitments that could prohibit us from adopting new technologies on an expedited basis.
As technological evolution occurs in our industry, through the use of composites and other innovations, we may be competitively disadvantaged because we have existing extensive fleet commitments that could prohibit us from adopting new technologies on an expedited basis.
Recently, the global credit and financial markets have experienced extreme volatility and disruptions, including severely diminished liquidity and credit availability, declines in consumer confidence, declines in economic growth, increases in unemployment rates and uncertainty about economic stability.
In recent years the global credit and financial markets have experienced extreme volatility and disruptions, including severely diminished liquidity and credit availability, declines in consumer confidence, declines in economic growth, increases in unemployment rates and uncertainty about economic stability.
In the airline industry specifically, there has been particular scrutiny of and liability associated with the use of “sustainable aviation fuel” and carbon offsets and claims made in connection with same. Certain market participants, including major institutional investors and capital providers, use third-party benchmarks and scores to assess companies’ ESG profiles in making investment or voting decisions.
In the airline industry specifically, there has been particular scrutiny of and liability associated with the use of "sustainable aviation fuel" and carbon offsets and claims made in connection with same. Certain market participants, including major institutional investors and capital providers, use third-party benchmarks and scores to assess companies' profiles in making investment or voting decisions.
The travel behaviors of the flying public could also be affected, which may materially adversely impact our industry and our business. Changes in government regulations imposing additional requirements and restrictions on our operations could increase our operating costs and result in service delays and disruptions.
The travel behaviors of the flying public could also be affected, which may materially adversely impact our industry and our business. 32 Table of Contents Changes in laws and government regulations, imposing additional requirements and restrictions on our operations could increase our operating costs and result in service delays and disruptions.
Given our large dependency on New York harbor jet fuel, we have been impacted more than our competitors by these price spikes due to decreases in refining capacity and increases in US exports filling the void left by Russia.
Given our large dependency on New York harbor jet fuel, we may be impacted more than our competitors by these price spikes due to decreases in refining capacity and increases in US exports filling the void left by Russia.
However, negative perception of DEI initiatives, whether due to our perceived over-or under- pursuit of such initiatives, may likewise result in issues hiring or retaining employees, as well as potential litigation or other adverse impacts. In addition, our business may be harmed if we lose too many individuals with institutional knowledge.
However, negative perception of our crewmember talent initiatives, whether due to our perceived over-or under- pursuit of such initiatives, may likewise result in issues retaining qualified employees, as well as potential litigation or other adverse impacts. In addition, our business may be harmed if we lose too many individuals with institutional knowledge.
We rely on computer systems, hardware, software, technology infrastructure and online sites and networks for both internal and external operations that are critical to our business (collectively, “IT Systems”).
We rely on computer systems, hardware, software, technology infrastructure and online sites and networks for both internal and external operations that are critical to our business (collectively, "IT Systems").
Many of our commercial business partners, including credit card companies, have imposed data security standards that we must meet. In particular, we are required by the Payment Card Industry Security Standards Council, founded by the credit card companies, to comply with their highest level of data security standards.
Many of our commercial business partners, including credit card companies, have imposed data security standards that we must meet. In particular, we are required by the PCI DSS Council, founded by the credit card companies, to comply with their highest level of data security standards.
Any of these events would be disruptive to our operations and could harm our business. In general, unionization has increased costs in the airline industry. In 2014, our pilots voted to be represented by the Airlines Pilot Association (“ALPA”), and our first collective bargaining agreement was ratified by the pilots and became effective on August 1, 2018.
Any of these events would be disruptive to our operations and could harm our business. In general, unionization has increased costs in the airline industry. In 2014, our pilots voted to be represented by the ALPA, and our first collective bargaining agreement was ratified by the pilots and became effective on August 1, 2018.
In addition, we have a significant amount of other fixed obligations under operating leases related to our aircraft, airport terminal space, airport hangars, other facilities, and office space. As of December 31, 2023, future minimum payments under non-cancelable leases and other financing obligations were approximately $3.3 billion.
In addition, we have a significant amount of other fixed obligations under operating leases related to our aircraft, airport terminal space, airport hangars, other facilities, and office space. As of December 31, 2024, future minimum payments under non-cancelable leases and other financing obligations were approximately $2.7 billion.
Although we don't expect the costs of complying with current environmental regulations will have a 37 Table of Contents material adverse effect on our financial position, results of operations, or cash flows, no assurance can be made that the costs of complying with environmental regulations in the future will not have such an effect.
Although we do not expect the costs of complying with current environmental regulations will have a material adverse effect on our financial position, results of operations, or cash flows, no assurance can be made that the costs of complying with environmental regulations in the future will not have such an effect.
In addition, we and certain of our third-party providers collect, process, and maintain data about customers, crewmembers, employees, contractors, business partners and others, including credit card data and personally identifiable information, as well as trade secrets and other proprietary business information (collectively, “Confidential Information”).
In addition, we and certain of our third-party providers collect, process, and maintain data about customers, crewmembers, employees, contractors, business partners and others, including credit card data and personally identifiable information, as well as trade secrets, financial information and other sensitive and proprietary business information (collectively, "Confidential Information").
Any outbreak or resurgence of a disease, including variants of COVID-19, which affect travel behavior, travel demand, or travel restrictions, or a similar public health threat, or fear of such an event could have a material adverse impact on airlines.
Any outbreak or resurgence of a disease, which affect travel behavior, travel demand, or travel restrictions, or a similar public health threat, or fear of such an event could have a material adverse impact on airlines.
We cannot be assured that these and other laws, including executive orders, regulations, or tax laws, enacted in the future will not harm our business. 39 Table of Contents A future act of terrorism, the threat of such acts or escalation of U.S. military involvement overseas could adversely affect our industry.
We cannot be assured that these and other laws, including executive orders, regulations, or tax laws, enacted in the future, or other changes in the political landscape, will not harm our business. A future act of terrorism, the threat of such acts or escalation of U.S. military involvement overseas could adversely affect our industry.
The price per gallon for New York harbor jet fuel has ranged from a low of $1.39 to $7.59 per gallon from January 1, 2021 to December 31, 2023. Because of the effects of these factors on the price and availability of fuel, the cost and future availability of fuel cannot be predicted with any degree of certainty.
The price per gallon for New York harbor jet fuel has ranged from a low of $1.97 to $7.59 per gallon from January 1, 2022 to December 31, 2024. Because of the effects of these factors on the price and availability of fuel, the cost and future availability of fuel cannot be predicted with any degree of certainty.
We will continue our efforts to meet the privacy and data security obligations; however, it is possible that certain new obligations may be difficult to meet and could increase our costs.
We will continue our efforts 23 Table of Contents to meet the privacy and data security obligations; however, it is possible that certain new obligations may be difficult to meet and could increase our costs.
Financing and Financial Risks We have a significant amount of fixed obligations and we will incur significantly more fixed obligations which could harm our ability to service our current obligations or satisfy future fixed obligations. As of December 31, 2023, our debt and finance lease obligations, including interest were approximately $6.0 billion.
Financing and Financial Risks We have a significant amount of fixed obligations and we will incur significantly more fixed obligations in the future, which could harm our ability to service our current obligations or satisfy future fixed obligations. As of December 31, 2024, our debt and finance lease obligations, including interest were approximately $12.0 billion.
To the extent we finance our activities with additional debt, we may become subject to financial and other covenants that may restrict our ability to pursue our strategy or otherwise constrain our operations.
To the extent we finance our activities with additional debt, we may become subject to financial and other covenants that may restrict our ability to pursue our strategies, including JetForward, or otherwise constrain our operations.
As part of our overall profitability strategy, we have begun offering voluntary separation packages to certain employees, with the goal of reducing fixed costs by giving people who work in a number of corporate functions, in our airports, and in our customer support center the opportunity to leave JetBlue with a departing pay and benefits package.
As part of our overall profitability strategy, we periodically offer voluntary separation packages to certain employees, with the goal of reducing fixed costs by giving people who work in a number of corporate functions, in our airports, and in our customer support centers the opportunity to leave JetBlue with a departing pay and benefits package.
Additionally, any material failure by us to achieve or maintain compliance with the Payment Card Industry Data Security Standards, (“PCI DSS”) and related requirements or rectify a security issue may result in fines and the imposition of restrictions on our ability to accept 31 Table of Contents credit cards as a form of payment.
Additionally, any material failure by us to achieve or maintain compliance with the Payment Card Industry Data Security Standards, ("PCI DSS") and related requirements or rectify a security issue may result in fines and the imposition of restrictions on our ability to accept credit cards as a form of payment.
The JetBlue brand name symbolizes our values of high-quality friendly customer service, innovation, fun, and a pleasant travel experience. JetBlue is a widely recognized and respected global brand; the JetBlue brand is one of our most important and valuable assets.
Our business depends on our strong reputation and the value of the JetBlue brand. The JetBlue brand name symbolizes our values of high-quality friendly customer service, innovation, fun, and a pleasant travel experience. JetBlue is a widely recognized and respected global brand; the JetBlue brand is one of our most important and valuable assets.
Climate change may impact the frequency and/or intensity of such events. While we may take various actions to mitigate our business risks associated with climate change, this may require us to incur substantial costs and may not be successful, due to, among other things, the uncertainty associated with the longer-term projections associated with managing climate risks.
The frequency and/or intensity of such events may increase over time. While we may take various actions to mitigate our business risks associated with extreme weather events, this may require us to incur substantial costs and may not be successful, due to, among other things, the uncertainty associated with the longer-term projections associated with managing such risks.
Federal and state regulations in the cybersecurity and privacy area continue to develop and evolve, including laws in jurisdictions such as California that now provide for potential statutory damages if certain types of personal information are subject to a data breach. International regulations add complexity as we expand our services and include more passengers from other countries.
Federal and state regulations in the cybersecurity and privacy area continue to develop and evolve, including laws in jurisdictions such as California that provide for potential statutory damages in certain types of data breaches. International regulations add complexity as we expand our services and include more passengers from other countries.
Increases in inflation raise our costs for labor, materials and services, and other costs required to operate our business, and failure to secure these on reasonable terms may adversely impact our financial condition. ITEM 1B. UNRESOLVED STAFF COMMENTS None.
Increases in inflation may raise our costs for labor, materials and services, and other costs required to operate our business, and failure to secure these on reasonable terms may adversely impact our financial condition.
Although we believe we currently maintain liability insurance in amounts and of the type generally consistent with industry practice, the amount of such coverage may not be adequate and we may be forced to bear substantial losses from an accident or incident.
We are required by the DOT to carry liability insurance. Although we believe we currently maintain liability insurance 25 Table of Contents in amounts and of the type generally consistent with industry practice, the amount of such coverage may not be adequate and we may be forced to bear substantial losses from an accident or incident.
If we are unable to hire, train, and retain qualified crewmembers representing diverse backgrounds, experiences, and skill sets, our business could be harmed and we may be unable to implement our growth plans.
If we are unable to attract, train, and retain qualified crewmembers of all backgrounds, experiences, and skill sets, our business could be harmed and we may be unable to implement our growth plans.
Because we make extensive use of third party providers, such as online services and centralized data processing, successful cyberattacks that disrupt or result in unauthorized access to third-party IT Systems beyond our control could materially impact our business. Threat actors routinely attempt to disrupt or gain access to our IT Systems and Confidential Information.
Because we make extensive use of third-party providers, such as online services and centralized data processing, successful cyberattacks that disrupt or result in unauthorized access to third-party IT Systems beyond our control could materially impact 22 Table of Contents our business.
Moreover, actions or statements that we may take based on expectations, assumptions, or third-party information that we currently believe to be reasonable may subsequently be determined to be erroneous or be subject to misinterpretation.
Moreover, actions or statements that we may take based on expectations, assumptions, or third-party information that we currently believe to be reasonable may subsequently be determined to be erroneous, be subject to misinterpretation, or be out of alignment with policymaker or other stakeholder expectations.
Increasingly the perception our customers and other stakeholders have about how we address the risks and opportunities we face related to DEI and climate change engagement, our role in the communities in which we operate and our relationship with our crewmembers will have an impact on our reputation.
Increasingly the perception our customers and other stakeholders have about how we address the risks and opportunities we face related to hiring and retention initiatives and climate change engagement, our role in the communities in which we operate, our relationship with our crewmembers, and other considerations may impact our reputation.
The availability of fuel is not only dependent on crude oil but also on refining capacity. When even a small amount of the domestic or global oil refining capacity becomes unavailable, supply shortages can result for extended periods of time.
These fluctuations are based on geopolitical factors as well as supply and demand. The availability of fuel is not only dependent on crude oil but also on refining capacity. When even a small amount of the domestic or global oil refining capacity becomes unavailable, supply shortages can result for extended periods of time.
Interchange reimbursement fees continue to be subject to increased government regulation globally, and regulatory authorities and central banks in a number of jurisdictions have been reviewed or are reviewing these fees and related practices, and may enact regulations that exert downward pressure on such fees. For example, regulations adopted by the U.S.
In addition, regulatory authorities and central banks in a number of jurisdictions have been reviewed or are reviewing these fees and related practices, and may enact regulations that exert downward pressure on such fees. For example, regulations adopted by the U.S.
Our current dependence on five specific types of aircraft and engines for all of our flights makes us vulnerable to any significant problems associated with Pratt & Whitney Geared Turbofan Engines (the “PW1100G”), on our A321neo fleet; International Aero Engines (the “IAE V2533-A5”), on our Airbus A321 fleet, International Aero Engines (the “IAE V2527-A5”), on our Airbus A320 fleet, collectively (the “V2500”) engine type; Pratt & Whitney Geared Turbofan Engines (the “PW1500G”), on our A220 fleet; and General Electric Engines (the “CF34-10”), on our Embraer E190 fleet.
Our current dependence on five specific types of aircraft and engines for all of our flights makes us vulnerable to any significant problems associated with Pratt & Whitney Geared Turbofan Engines (the "PW1100G"), on our A321neo fleet; International Aero Engines (the "IAE V2533-A5"), on our Airbus A321 fleet, International Aero Engines (the "IAE V2527-A5"), on our Airbus A320 fleet, collectively (the "V2500") engine type; Pratt & Whitney Geared Turbofan Engines (the "PW1500G"), on our A220 fleet; and General Electric Engines (the "CF34-10"), on our Embraer E190 fleet.
For more information, please see our risk factor titled “We may be affected by global climate change or by legal, regulatory or market responses to such change.” The extent, duration, and magnitude of the COVID-19 pandemic’s possible resurgent effects will depend on various factors, all of which are highly uncertain, difficult to predict and not controlled by us.
For more information, please see our risk factor titled "We may be affected by global climate change or by legal, regulatory or market responses to such change." The extent, duration, and magnitude of an outbreak or resurgence of a disease will depend on various factors, all of which are highly uncertain, difficult to predict and not controlled by us.
JetBlue believes these lawsuits are without merit and has moved to dismiss the claims. Tariffs imposed on commercial aircraft and related parts imported from outside the United States, or tariffs that may be escalated over time, may have a material adverse effect on our fleet, business, financial condition, and results of operations.
Tariffs imposed on commercial aircraft and related parts imported from outside the United States, or tariffs that may be escalated over time, may have a material adverse effect on our fleet, business, financial condition, and results of operations.
Under our leases and related contracts for our airport facilities, we may be responsible for a share of the airport’s or other operators costs in meeting new or upgraded regulatory requirements including, for example, implementation of US Environmental Protection Agency (“USEPA”) and state stormwater regulations that require building or reconfiguring airport de-icing facilities to limit discharges of ethylene glycol.
Under our leases and related contracts for our airport facilities, we may be responsible for a share of the airport's or other operators' costs in meeting new or upgraded regulatory requirements including, for example, implementation of USEPA and state stormwater regulations that require building or reconfiguring airport de-icing facilities to capture and treat discharges of de-icing and anti-icing chemicals.
At times, we have been required to increase wages and benefits in order to attract and retain qualified personnel, and we may be required to commit to further increases in the future or risk considerable crewmember turnover. Separately, there is increased scrutiny on companies' diversity, equity, and inclusion (“DEI”) initiatives.
At times, we have been required to increase wages and benefits in order to attract and retain qualified personnel, and we may be required to commit to further increases in the future or risk considerable crewmember turnover.
An accident or incident involving one of our aircraft could involve significant potential claims of injured passengers or others in addition to repair or replacement of a damaged aircraft and its consequential temporary or permanent loss from service. We are required by the DOT to carry liability insurance.
Reputational Risks Our reputation and financial results could be harmed in the event of an accident or incident involving our aircraft. An accident or incident involving one of our aircraft could involve significant potential claims of injured passengers or others in addition to repair or replacement of a damaged aircraft and its consequential temporary or permanent loss from service.
Federal Reserve cap the maximum U.S. debit interchange reimbursement rate received by large financial institutions at 21 cents plus 5 basis points per transaction, plus a possible fraud adjustment of 1 cent.
Governors of the Federal Reserve System ("Federal Reserve") cap the maximum U.S. debit interchange reimbursement rate received by card issuers operating in the U.S. with assets of $10 billion or more at 21 cents plus 5 basis points per transaction, plus a possible fraud adjustment of 1 cent.
On September 25, 2023, American filed an appeal of the court's ruling. The wind down of the NEA is substantially complete, but remaining impacts could require us to incur additional costs and therefore have an impact on our financial condition and results of operations.
The wind down of the NEA is substantially complete, but remaining impacts, including the outcome of putative class action lawsuits involving the NEA, could require us to incur additional costs and therefore have an impact on our financial condition and results of operations.
The value of our aircraft could also be impacted in future periods by changes in supply and demand for these aircraft. Such changes in supply and demand for certain aircraft types could result from the grounding of aircraft. A further impairment loss could have a material adverse effect on our financial condition and operating results.
The value of our aircraft could also be impacted in future periods by changes in supply and demand for these aircraft. Such changes in supply and demand for certain aircraft types could result from the grounding of aircraft.
While we make significant efforts to design and implement security measures, we cannot provide any assurances that our efforts will defend against all cyberattacks.
Threat actors routinely attempt to disrupt or gain access to our IT Systems and Confidential Information. While we make significant efforts to design and implement security measures, we cannot provide any assurances that our efforts will defend against all cyberattacks.
If we fail to maintain the strength of our company culture, our competitive ability and our business may be harmed. We may be subject to unionization, work stoppages, slowdowns or increased labor costs and the unionization of our pilots and inflight crewmembers could result in increased labor costs.
We may be subject to further unionization, work stoppages, slowdowns or increased labor costs and the unionization of our pilots and inflight crewmembers have and could continue to result in increased labor costs.
In the event of any resurgence of the COVID-19 pandemic or other exigent circumstances that materially impact our business, we may be required to seek additional short-term liquidity, which may include the issuance of additional unsecured or secured debt securities, equity securities and equity-linked securities, the sale of assets, the entry into sale-leaseback transactions, as well as additional bilateral and syndicated secured and/or unsecured credit facilities, among other items.
In addition, we have substantial non-cancelable commitments for capital expenditures, including for the acquisition of new aircraft and related spare engines. 27 Table of Contents In the event of a global emergency or other exigent circumstances that materially impact our business, we may be required to seek additional short-term liquidity, which may include the issuance of additional unsecured or secured debt securities, equity securities and equity-linked securities, the sale of assets, the entry into sale-leaseback transactions, as well as additional bilateral and syndicated secured and/or unsecured credit facilities, among other items.
As we experience turnover, we may be unable to identify, hire, or retain enough people who demonstrate the values of our company culture, including those in management or other key positions. Our company culture could otherwise be adversely affected by our growing operations and broader geographic diversity.
As we experience turnover, we may be unable to identify, hire, or retain enough people who demonstrate the values of our company culture, including those in management or other key positions. If we fail to maintain the strength of our company culture, our competitive ability and our business may be harmed.
T5 at JFK is under a lease with the PANYNJ that ends on the 28th anniversary of the date of beneficial occupancy of the new International Arrivals facility and three net new gates at the former Terminal 6 (“T5i”). The minimum payments under this lease have been included in the future minimum payment totals above.
Terminal 5 ("T5") at JFK is under a lease with the Port Authority of New York and New Jersey ("PANYNJ") that ends on the 28th anniversary of the date of beneficial occupancy of the new International Arrivals facility and three net new gates at the former Terminal 6 ("T5i").
If Thales were to stop supplying us with its antennas for any reason, we would have to incur significant costs to procure an alternate supplier. Additionally, if the satellites Fly-Fi ® uses were to become inoperable for any reason, we would have to incur significant costs to replace the service.
An integral component of the Fly-Fi ® system is the antenna, which is supplied to us by Thales. If Thales were to stop supplying us with its antennas for any reason, we would have to incur significant costs to procure an alternate supplier.
Moreover, any aircraft accident or incident, even if fully covered by our existing insurance, could cause a public perception we are less safe or reliable than other airlines which would harm our business. 33 Table of Contents Our business depends on our strong reputation and the value of the JetBlue brand.
Substantial claims resulting from an accident or incident in excess of our related insurance coverage would harm our business and financial results. Moreover, any aircraft accident or incident, even if fully covered by our existing insurance, could cause a public perception we are less safe or reliable than other airlines which would harm our business.
Lastly, if a traditional network airline were to fully develop a low-cost structure, or if we were to experience increased competition from low cost carriers or new entrants, our business could be materially adversely affected. We may be subject to competitive risks due to the long-term nature of our fleet order book.
Additionally, the current political climate may alter or prevent industry consolidation and growth. Lastly, if a traditional network airline were to fully develop a low-cost structure, or if we were to experience increased competition from low cost carriers or new entrants, our business could be materially adversely affected.
The 25 Table of Contents court issued a decision on May 19, 2023, permanently enjoining the NEA and issued its Final Judgement and Order Entering Permanent Injunction (“Final Injunction”) on July 28, 2023.
The court issued a decision on May 19, 2023, permanently enjoining the NEA, and shortly thereafter we initiated a wind down of the NEA. On July 28, 2023, the court issued its Final Judgement and Order Entering Permanent Injunction, which took effect on August 18, 2023.
If we are unable to make payments on our debt and other fixed obligations, we could be forced to renegotiate those obligations or seek to obtain additional equity or other forms of additional financing. As described in “—Risks Related to Our Merger with Spirit,” these risks are expected to intensify following the consummation of our Merger with Spirit.
If we are unable to make payments on our debt and other fixed obligations, we could be forced to renegotiate those obligations or seek to obtain additional equity or other forms of additional financing. Agreements governing our debt include financial and other covenants. Failure to comply with these covenants could result in events of default.
We may never realize the full value of our intangible assets or our long-lived assets causing us to record impairments that may negatively affect our financial condition and operating results.
See Part II. Item 7 "Management's Discussion and Analysis of Financial Condition and Results of Operations" of this Report for additional information regarding our liquidity as of December 31, 2024. We may never realize the full value of our intangible assets or our long-lived assets causing us to record impairments that may negatively affect our financial condition and operating results.
Historically, fuel costs, such as US Gulf Coast Jet, have been subject to wide price fluctuations, ranging from a low of $1.32 per gallon to a high of $4.41 per gallon from January 1, 2021 to December 31, 2023. These fluctuations are based on geopolitical factors as well as supply and demand.
Fuel costs comprise a substantial portion of our total operating expenses. Historically, fuel costs, such as US Gulf Coast Jet, have been subject to wide price fluctuations, ranging from a low of $1.91 per gallon to a high of $4.41 per gallon from January 1, 2022 to December 31, 2024.

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Item 1C. Cybersecurity

Cybersecurity — threats and controls disclosure

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Biggest changeAmong the key features of our cybersecurity risk management processes are the following: • policies and procedures designed to comply with data security and privacy obligations; • security technology and tools deployed in our IT environment that help us to identify and manage critical cybersecurity risks, as well as to detect and respond to incidents; 40 Table of Contents • security awareness training offered to our workforce, and specialized incident response training for our cybersecurity team in partnership with our Business Continuity and Emergency Response department; • a Security Operations Center that monitors and responds to incidents; and • a third-party risk management program that includes diligence and contracting processes for vendors and service providers based on their respective function and risk profile.
Biggest changeAmong the key features of our cybersecurity risk management processes are the following: • policies and procedures designed to comply with data security and privacy obligations; • security technology and tools deployed in our IT environment that help us to identify and manage critical cybersecurity risks, as well as to detect and respond to incidents; • security awareness training offered to our workforce, and specialized incident response training for our cybersecurity team; • a Security Operations Center that monitors and responds to incidents; and • a third-party risk management program that includes diligence and contracting processes for vendors and service providers based on their respective function and risk profile.
JetBlue management has an overall responsibility for assessing and managing risks from cybersecurity threats to the Company and has an established cyber risk committee that consists of the Chief Executive Officer, Chief Financial Officer, Chief Legal Officer, Chief Information Officer and Chief Information Security Officer. (CISO).
JetBlue management has overall responsibility for assessing and managing risks from cybersecurity threats to the Company and has an established cyber risk committee that consists of the Chief Executive Officer, Chief Financial Officer, Chief Legal Officer, Chief Information Officer and Chief Information Security Officer (CISO).
This does not imply that we meet any particular technical standards, specifications, or requirements, but rather that we use the NIST CSF as a guide to help us identify, assess, and manage cybersecurity risks relevant to our business. Our program is designed to protect the confidentiality, integrity, and availability of systems and data.
This does not imply that we meet any particular technical standards, specifications, or requirements, but rather that we use the NIST CSF as a guide to help us identify, assess, and manage cybersecurity risks relevant to our business. Our program is designed to protect the confidentiality, integrity, and availability of information technology systems and data.
A cyber risk update is provided on a quarterly basis to the Audit Committee, which has delegated authority from the Board for cybersecurity risk oversight, and reports are made to the full Board on an annual basis. For the 2023 period, we reported no material cybersecurity incidents affecting the confidentiality, integrity, or availability of data or systems.
A cyber risk update is provided on a quarterly basis to the Audit Committee, which has delegated authority from the Board for cybersecurity risk oversight, and reports are made to the full Board on an annual basis. For 2024 , we reported no material cybersecurity incidents affecting the confidentiality, integrity, or availability of data or information technology systems.
For further information, please see our risk factors titled “Our reputation and business may be harmed and we may be subject to legal claims if there is disruption to our information technology systems or loss, unlawful disclosure or misappropriation of, or unsanctioned access to, our customers’, crewmembers’, business partners’ or our own information or other breaches of our information security” and “Data security compliance requirements could increase our costs, and any significant data breach could disrupt our operations and harm our reputation, business, results of operations and financial condition.” 41 Table of Contents
For further information, please see our risk factors titled " Our reputation and business may be harmed and we may be subject to legal claims if there is disruption to our information technology systems or loss, unlawful disclosure or misappropriation of, or unsanctioned access to, our customers', crewmembers', business partners' or our own information or other breaches of our information security " and " Data security compliance requirements could increase our costs, and any significant data breach could disrupt our operations and harm our reputation, business, results of operations and financial condition.
The state of our program maturity and regulatory compliance is regularly assessed by external audits and reviews by third party cybersecurity auditors and assessors.
The state of our program maturity and regulatory compliance is regularly reviewed by third-party cybersecurity auditors and assessors.

Item 2. Properties

Properties — owned and leased real estate

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Biggest changeOur future aircraft delivery schedule is as follows (1) : Contractual Order Book Year Airbus A220 Airbus A321neo Total 2024 20 7 27 2025 20 5 25 2026 20 4 24 2027 5 9 14 Thereafter 11 30 41 Total (2) 76 55 131 (1) On January 26, 2024, JetBlue and Airbus entered into an amended delivery schedule pursuant to which we agreed to defer 41 aircraft originally scheduled for delivery from 2024 through 2027 to revised delivery dates from 2025 through 2029.
Biggest changeOur future aircraft delivery schedule is as follows (1) : Contractual Order Book Year Airbus A220 Airbus A321neo Total 2025 20 4 24 2026 17 — 17 2027 5 — 5 2028 9 — 9 2029 7 — 7 Thereafter — 44 44 Total (2) 58 48 106 (1) The aircraft orders stated above represents the current delivery schedule set forth in our Airbus order book as of December 31, 2024.
Our passenger terminal service facilities consisting of ticket counters, gate space, operations support area, and baggage service offices generally have agreement terms ranging from less than one year to five years. They can contain provisions for periodic adjustments of rental 42 Table of Contents rates, landing fees, and other charges applicable under the type of lease.
Our passenger terminal service facilities consisting of ticket counters, gate space, operations support area, and baggage service offices generally have agreement terms ranging from less than one year to five years. They can contain provisions for periodic adjustments of rental rates, landing fees, and other charges applicable under the type of lease.
We have since entered into multiple amendments with Massport to continue to grow our footprint in Terminal C. As of December 31, 2023, we leased 30 gates in Boston. Our lease with Massport is scheduled to expire in April 2030.
We have since entered into multiple amendments with Massport to continue to grow our footprint in Terminal C. As of December 31, 2024, we leased 30 gates in Boston. Our lease with Massport is scheduled to expire in April 2030.
In November 2022, we amended the lease to relinquish a portion of the former Terminal 6 property to allow for development of a new Terminal 6 by our development partner, JFK Millennium Partners (“JMP”). • BOS - In May 2005, we entered into a lease with Massachusetts Port Authority (“Massport”) with a five-year term (and 20 automatic one-year renewals), for five gates in Terminal C; which expanded to 11 by November 2008.
In November 2022, we amended the lease to relinquish a portion of the former Terminal 6 property to allow for development of a new Terminal 6 by our development partner, JFK Millennium Partners ("JMP"). • BOS - In May 2005, we entered into a lease with Massachusetts Port Authority ("Massport") with a five-year term (and 20 automatic one-year renewals), for five gates in Terminal C, which expanded to 11 by November 2008.
We also occupy a training center, JetBlue University, with a lease agreement expiring in 2035 which we use for training our pilots and inflight crewmembers, as well as support training for our technical operations and airport crewmembers. This facility is equipped with eleven full flight simulators, eleven flight training devices, three cabin trainers, a training pool, classrooms, and support areas.
We also occupy a training center, JetBlue University, with a lease agreement expiring in 2035 which we use for training our pilots and inflight crewmembers, as well as support training for our technical operations and airport crewmembers. This facility is equipped with 12 full flight simulators, 12 flight training devices, four cabin trainers, a training pool, classrooms, and support areas.
The Lodge at the Orlando Support Center (“OSC”) is adjacent to JetBlue University and is used for lodging our crewmembers when they attend training. Our primary corporate office is located in Long Island City, New York with our lease expiring in 2039.
The Lodge at the Orlando Support Center is adjacent to JetBlue University and is used for lodging our crewmembers when they attend training. Our primary corporate office is located in Long Island City, New York, with our lease expiring in 2039. We have an additional support center located in Salt Lake City, Utah, with our lease expiring in 2028.
Ground Facilities Airports All of our airport facilities are under leases or other occupancy agreements. This space is leased directly or indirectly from the local airport authority on varying terms dependent on prevailing practices at each airport.
(2) In addition, we have options to purchase 20 A220-300 aircraft in 2027 and 2028. Ground Facilities Airports All of our airport facilities are under leases or other occupancy agreements. This space is leased directly or indirectly from the local airport authority on varying terms dependent on prevailing practices at each airport.
(2) Total owned aircraft includes aircraft associated with sale-leaseback transactions that did not qualify as sales for accounting purposes. (3) Embraer E190 includes seven permanently parked aircraft owned by the Company, and six parked aircraft awaiting lease return.
All aircraft temporarily removed from service are expected to return to operation in the future. (2) Total owned aircraft includes aircraft associated with sale-leaseback transactions that did not qualify as sales for accounting purposes. (3) Excludes 15 permanently parked aircraft owned by the Company, and five parked aircraft awaiting lease return.
PROPERTIES Aircraft As of December 31, 2023, our aircraft types and configurations consisted of the following (1) : Aircraft Seating Capacity Owned (2) Operating Lease Total Average Age in Years Airbus A220 140 24 — 24 1.3 Airbus A320 150 4 7 11 23.2 Airbus A320 Restyled 162 98 21 119 17.4 Airbus A321 200 28 — 28 7.6 Airbus A321 with Mint ® 159 35 — 35 7.4 Airbus A321neo 200 16 — 16 3.6 Airbus A321neo with Mint ® 160 5 — 5 1.4 Airbus A321neoLR with Mint ® 138 9 — 9 1.3 Embraer E190 (3) 100 25 28 53 15.1 244 56 300 12.3 (1) This table includes aircraft that have been temporarily removed from service, but are expected to return to operation in the future.
PROPERTIES Aircraft As of December 31, 2024, our aircraft types and configurations consisted of the following (1) : Aircraft Seating Capacity Owned (2) Operating Lease Total Average Age in Years Airbus A220 140 42 — 42 2 Airbus A320 150 11 — 11 24 Airbus A320 Restyled 162 101 18 119 19 Airbus A321 200 28 — 28 9 Airbus A321 with Mint ® 159 35 — 35 8 Airbus A321neo 200 16 — 16 5 Airbus A321neo with Mint ® 160 10 — 10 2 Airbus A321neoLR with Mint ® 138 11 — 11 2 Embraer E190 (3) 100 10 8 18 16 264 26 290 12 (1) I ncludes aircraft that have been temporarily removed from service, including 11 aircraft grounded as of December 31, 2024 , due to the required removal of certain Pratt & Whitney engines for inspection and lack of engine availability.
A summary of our most significant lease agreements is provided below: • JFK - We have a lease agreement with the Port Authority of New York and New Jersey (“PANYNJ”) for Terminal 5 until November 2042, but we have the option to terminate the agreement in 2033.
Under some of these agreements, we are responsible for the maintenance, insurance, utilities, and certain other facility-related expenses and services. 35 Table of Contents A summary of our most significant lease agreements is provided below: • JFK - We have a lease agreement with the PANYNJ for Terminal 5 until November 2042, but we have the option to terminate the agreement in 2033.
We have an additional support center located in Salt Lake City, Utah with our lease expiring in May 2028. We also maintain other facilities that are necessary to support our operations in the cities we serve.
We also maintain other facilities that are necessary to support our operations in the cities we serve.
As of December 31, 2023, our aircraft leases had an average remaining term of approximately 1.6 years, with expiration dates between 2024 and 2028. We have the option to extend most of these leases for additional periods or to purchase the aircraft at the end of the related lease term.
As of December 31, 2024, our aircraft leases had an average remaining term of approximately two years, with expiration dates between 2025 and 2028. As of December 31, 2024, we had 106 aircraft on order and scheduled for delivery through 2033.
Removed
As of the date of filing, we had 131 aircraft on order and scheduled for delivery through 2029.
Removed
The table above and the table in Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations – “Contractual Obligations” reflect our aircraft purchase commitments after giving effect to this revised delivery schedule. (2) As of December 31, 2023, we have options to purchase an additional 20 A220-300 aircraft.
Removed
Under some of these agreements, we are responsible for the maintenance, insurance, utilities, and certain other facility-related expenses and services.

Item 3. Legal Proceedings

Legal Proceedings — active lawsuits and investigations

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Biggest changeITEM 3. LEGAL PROCEEDINGS In the ordinary course of our business, we are party to various legal proceedings and claims which we believe are incidental to the operation of our business. Other than as described unde r Note 11 to our consolidated financial statements included in Part II.
Biggest changeITEM 3. LEGAL PROCEEDINGS In the ordinary course of our business, we are party to various legal proceedings and claims which we believe are incidental to the operation of our business. See Note 11 and Note 18 to our consolidated financial statements included in Part II. Item 8 of this Report for a discussion of material pending legal proceedings.
Removed
Item 8 of this Report, we believe the ultimate outcome of these proceedings to which we are currently a party will not have a material adverse effect on our business, financial position, results of operations or cash flows.

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

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Biggest changeThis decision would be dependent upon our results of operations, financial condition, and other factors deemed relevant by our Board.
Biggest changeThis decision would be dependent upon our results of operations, financial condition, and other factors deemed relevant by our Board. Purchases of Equity Securities by the Issuer and Affiliated Purchasers We do not currently have a share repurchase program.
The comparison assumes the investment of $100 on December 31, 2018 in our common stock and in each of the foregoing indices and assumes reinvestment of all dividends.
The comparison assumes the investment of $100 on December 31, 2019 in our common stock and in each of the foregoing indices and assumes reinvestment of all dividends.
The acquisition of treasury stock reflected on our consolidated statement of cash flows for the year ended December 31, 2023, represents the return of shares to satisfy tax payments associated with crewmember stock compensation that vested during the period. 44 Table of Contents Stock Performance Graph This performance graph shall not be deemed “filed” with the SEC or subject to Section 18 of the Exchange Act, nor shall it be deemed incorporated by reference in any of our filings under the Securities Act.
The acquisition of treasury stock reflected on our consolidated statement of cash flows for the year ended December 31, 2024, represents the return of shares to satisfy tax payments associated with crewmember stock compensation that vested during the period. 37 Table of Contents Stock Performance Graph This performance graph shall not be deemed "filed" with the SEC or subject to Section 18 of the Exchange Act, nor shall it be deemed incorporated by reference in any of our filings under the Securities Act.
ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY; RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES Market Information and Stockholder Matters Our common stock is traded on the NASDAQ Global Select Market under the symbol JBLU. As of January 31, 2024, there were approximately 380 holders of record of our common stock.
ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY; RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES Market Information and Stockholder Matters Our common stock is traded on the NASDAQ Global Select Market under the symbol JBLU. As of January 31, 2025, there were approximately 370 holders of record of our common stock.
The following graph compares the cumulative total stockholder return on our common stock to the cumulative total return of the S&P 500 Stock Index and the NYSE ARCA Airline Index from December 31, 2018 to December 31, 2023.
The following graph compares the cumulative total stockholder return on our common stock to the cumulative total return of the S&P 500 Stock Index and the NYSE ARCA Airline Index from December 31, 2019 to December 31, 2024.
We have not restarted nor approved a new share repurchase program since that date. Any future determination to enter into a share repurchase program will be at the discretion of the Board, subject to applicable legal limitations, and will depend upon our results of operations, financial condition, contractual restrictions and other factors deemed relevant by the Board.
Any future determination to enter into a share repurchase program will be at the discretion of the Board, subject to applicable legal limitations, and will depend upon our results of operations, financial condition, contractual restrictions and other factors deemed relevant by the Board.
The stock performance shown represents historical performance and is not representative of future stock performance. 12/31/2018 12/31/2019 12/31/2020 12/31/2021 12/31/2022 12/31/2023 JetBlue Airways Corporation $ 100 $ 117 $ 91 $ 89 $ 40 $ 35 S&P 500 Stock Index 100 129 150 190 153 190 NYSE ARCA Airline Index 100 121 92 90 58 75 45 Table of Contents ITEM 6.
The stock performance shown represents historical performance and is not representative of future stock performance. 12/31/2019 12/31/2020 12/31/2021 12/31/2022 12/31/2023 12/31/2024 JetBlue Airways Corporation $ 100 $ 78 $ 76 $ 35 $ 30 $ 42 S&P 500 Stock Index 100 116 148 119 148 182 NYSE ARCA Airline Index 100 76 74 48 62 61 38 Table of Contents ITEM 6.
Removed
Purchases of Equity Securities by the Issuer and Affiliated Purchasers We suspended our share repurchase program as of March 31, 2020, and were further restricted from repurchasing Company shares in connection with our receipt of financial assistance under various federal payroll support programs. The remaining authority under the suspended share repurchase program expired on December 31, 2021.

Item 6. [Reserved]

Selected Financial Data — reserved (removed by SEC in 2021)

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Biggest changeItem 6. Reserved 46 Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations 46 Overview 46 Results of Operations 48 Liquidity and Capital Resources 50 Contractual Obligations 53 Off-Balance Sheet Arrangements 54 Climate Change 55 Critical Accounting Policies and Estimates 57 Regulation G Reconciliation of Non-GAAP Financial Measures 59 Item 7A.
Biggest changeItem 6. Reserved 39 Item 7. Management ' s Discussion and Analysis of Financial Condition and Results of Operations 39 Overview 39 Results of Operations 42 Liquidity and Capital Resources 44 Contractual Obligations 48 Off-Balance Sheet Arrangements 49 Climate Change 50 Critical Accounting Policies and Estimates 52 Regulation G Reconciliation of Non-GAAP Financial Measures 54 Item 7A.
Quantitative and Qualitative Disclosures About Market Risk 63 Item 8. Financial Statements and Supplementary Data 64 Reports of Independent Registered Public Accounting Firm 64 Consolidated Balance Sheets 67 Consolidated Statements of Operations 69 Consolidated Statements of Comprehensive Loss 70 Consolidated Statements of Cash Flows 71 Consolidated Statements of Stockholders’ Equity 73 Notes to Consolidated Financial Statements 74
Quantitative and Qualitative Disclosures About Market Risk 58 Item 8. Financial Statements and Supplementary Data 59 Reports of Independent Registered Public Accounting Firm 59 Consolidated Balance Sheets 62 Consolidated Statements of Operations 64 Consolidated Statements of Comprehensive Loss 65 Consolidated Statements of Cash Flows 66 Consolidated Statements of Stockholders ' Equity 68 Notes to Consolidated Financial Statements 69

Item 7. Management's Discussion & Analysis

Management's Discussion & Analysis (MD&A) — revenue / margin commentary

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Biggest changeInvestors should consider this non-GAAP financial measure in addition to, and not as a substitute for, our financial measures prepared in accordance with GAAP. 61 Table of Contents NON-GAAP FINANCIAL MEASURE ADJUSTED DEBT TO CAPITALIZATION RATIO (in millions) December 31, 2023 2022 Long-term debt and finance lease obligations $ 4,409 $ 3,093 Current maturities of long-term debt and finance lease obligations 307 554 Operating lease liabilities — aircraft 148 206 Adjusted debt $ 4,864 $ 3,853 Long-term debt and finance lease obligations $ 4,409 $ 3,093 Current maturities of long-term debt and finance lease obligations 307 554 Operating lease liabilities — aircraft 148 206 Stockholders' equity 3,337 3,563 Adjusted capitalization $ 8,201 $ 7,416 Adjusted debt to capitalization ratio 59 % 52 % Glossary of Airline terminology Airline terminology used in this section and elsewhere in this Report: • Aircraft utilization - The average number of block hours operated per day per aircraft for the total fleet of aircraft. • Available seat miles - The number of seats available for passengers multiplied by the number of miles the seats are flown. • Average fare - The average one-way fare paid per flight segment by a revenue passenger. • Average fuel cost per gallon - Total aircraft fuel costs, including fuel taxes and effective portion of fuel hedging, divided by the total number of fuel gallons consumed. • Average stage length - The average number of miles flown per flight. • Load factor - The percentage of aircraft seating capacity actually utilized, calculated by dividing revenue passenger miles by available seat miles. • Operating expense per available seat mile - Operating expenses divided by available seat miles. • Operating expense per available seat mile, excluding fuel - Operating expenses, less aircraft fuel, other non-airline expenses, and special items, divided by available seat miles. • Operating revenue per available seat mile - Operating revenues divided by available seat miles. • Passenger revenue per available seat mile - Passenger revenue divided by available seat miles. • Revenue passengers - The total number of paying passengers flown on all flight segments. • Revenue passenger miles - The number of miles flown by revenue passengers. • Yield per passenger mile - The average amount one passenger pays to fly one mile. 62 Table of Contents
Biggest changeNON-GAAP FINANCIAL MEASURE RECONCILIATION OF OPERATING EXPENSE, OPERATING LOSS, OPERATING MARGIN, PRE-TAX LOSS, ADJUSTED PRE-TAX MARGIN, NET LOSS, LOSS PER SHARE, EXCLUDING SPECIAL ITEMS, GAIN (LOSS) ON INVESTMENTS AND GAIN ON DEBT EXTINGUISHMENTS Year Ended December 31, (in millions except percentages) 2024 2023 2022 Total operating revenues $ 9,279 $ 9,615 $ 9,158 RECONCILIATION OF OPERATING EXPENSE Total operating expenses $ 9,963 $ 9,845 $ 9,456 Less: Special items 591 197 113 Total operating expenses excluding special items $ 9,372 $ 9,648 $ 9,343 RECONCILIATION OF OPERATING LOSS Operating loss $ (684) $ (230) $ (298) Add back: Special items 591 197 113 Operating loss excluding special items $ (93) $ (33) $ (185) RECONCILIATION OF OPERATING MARGIN Operating margin (7.4) % (2.4) % (3.3) % Operating loss excluding special items $ (93) $ (33) $ (185) Total operating revenues 9,279 9,615 9,158 Adjusted operating margin (1.0) % (0.3) % (2.0) % RECONCILIATION OF PRE-TAX LOSS Loss before income taxes $ (897) $ (334) $ (437) Add back: Special items 591 197 113 Less: Gain (loss) on investments, net (27) 9 (9) Less: Gain on debt extinguishments 22 — — Loss before income taxes excluding special items, gain (loss) on investments and gain on debt extinguishments $ (301) $ (146) $ (315) RECONCILIATION OF PRE-TAX MARGIN Pre-tax margin (9.7) % (3.5) % (4.8) % Loss before income taxes excluding special items $ (301) $ (146) $ (315) Total operating revenues 9,279 9,615 9,158 Adjusted pre-tax margin (3.2) % (1.5) % (3.4) % 55 Table of Contents NON-GAAP FINANCIAL MEASURE RECONCILIATION OF OPERATING EXPENSE, OPERATING LOSS, OPERATING MARGIN, PRE-TAX LOSS, PRE-TAX MARGIN, NET LOSS, LOSS PER SHARE, EXCLUDING SPECIAL ITEMS, NET GAIN (LOSS) ON INVESTMENTS AND GAIN ON DEBT EXTINGUISHMENTS (CONTINUED) (in millions except per share amounts) Year Ended December 31, 2024 2023 2022 RECONCILIATION OF NET LOSS Net loss $ (795) $ (310) $ (362) Add back: Special items 591 197 113 Less: Income tax benefit related to special items 45 31 19 Less: Gain (loss) on investments, net (27) 9 (9) Less: Income tax benefit (expense) related to gain (loss) on investments, net 6 (2) 1 Less: Gain on debt extinguishments 22 — — Less: Income tax expense related to gain on debt extinguishments (5) — — Net loss excluding special items, gain (loss) on investments and gain on debt extinguishments $ (245) $ (151) $ (260) CALCULATION OF LOSS PER SHARE Loss per common share Basic $ (2.30) $ (0.93) $ (1.12) Add back: Special items 1.71 0.59 0.35 Less: Income tax expense related to special items 0.13 0.09 0.06 Less: Gain (loss) on investments, net (0.08) 0.03 (0.03) Less: Income tax benefit (expense) related to gain (loss) on investments, net 0.02 (0.01) — Less: Gain on debt extinguishments 0.06 — — Less: Income tax expense related to gain on debt extinguishments (0.01) — — Basic excluding special items, gain (loss) on investments and gain on debt extinguishments $ (0.71) $ (0.45) $ (0.80) Diluted $ (2.30) $ (0.93) $ (1.12) Add back: Special items 1.71 0.59 0.35 Less: Income tax benefit related to special items 0.13 0.09 0.06 Less: Gain (loss) on investments, net (0.08) 0.03 (0.03) Less: Income tax benefit (expense) related to gain (loss) on investments, net 0.02 (0.01) — Less: Gain on debt extinguishments 0.06 — — Less: Income tax expense related to gain on debt extinguishments (0.01) — — Diluted excluding special items, gain (loss) on investments and gain on debt extinguishments $ (0.71) $ (0.45) $ (0.80) 56 Table of Contents Glossary of Airline terminology Airline terminology used in this section and elsewhere in this Report: • Aircraft utilization - The average number of block hours operated per day per aircraft for the total fleet of aircraft. • Available seat miles - The number of seats available for passengers multiplied by the number of miles the seats are flown. • Average fare - The average one-way fare paid per flight segment by a revenue passenger. • Average fuel cost per gallon - Total aircraft fuel costs, including related taxes, into-plane, transportation, airport fuel flowage, storage fees and effective portion of fuel hedging, divided by the total number of fuel gallons consumed. • Average stage length - The average number of miles flown per flight. • Load factor - The percentage of aircraft seating capacity actually utilized, calculated by dividing revenue passenger miles by available seat miles. • Operating expense per available seat mile - Operating expenses divided by available seat miles. • Operating expense per available seat mile, excluding fuel - Operating expenses, less aircraft fuel, other non-airline expenses, and special items, divided by available seat miles. • Operating revenue per available seat mile - Operating revenues divided by available seat miles. • Passenger revenue per available seat mile - Passenger revenue divided by available seat miles. • Revenue passengers - The total number of paying passengers flown on all flight segments. • Revenue passenger miles - The number of miles flown by revenue passengers. • Yield per passenger mile - The average amount one passenger pays to fly one mile. 57 Table of Contents
We believe that Operating Expenses ex-fuel and CASM ex-fuel are useful for investors because they provide investors the ability to measure our financial performance excluding items that are beyond our control, such as fuel costs, which are subject to many economic and political factors, as well as items that are not related to the generation of an available seat mile, such as operating expense related to certain non-airline businesses and special items.
We believe Operating Expenses ex-fuel and CASM ex-fuel are useful for investors because they provide investors the ability to measure our financial performance excluding items that are beyond our control, such as fuel costs, which are subject to many economic and political factors, as well as items that are not related to the generation of an available seat mile, such as operating expense related to certain non-airline businesses and special items.
Financing activities during 2022 primarily consisted of debt repayments of $369 million on our outstanding debt and finance lease obligations, which included the following repayments and extinguishments: • $351 million on our term loan debt; • $11 million towards early extinguishment of debt; • $6 million on our sale leaseback obligations; and • $1 million on our finance lease obligations.
Financing activities during 2022 primarily consisted of debt repayments of $369 million on our outstanding debt and finance lease obligations, which included the following repayments and extinguishments: • $351 million on our term loan debt; • $11 million towards early extinguishment of debt; • $6 million on our failed sale-leaseback obligations; and • $1 million on our finance lease obligations.
These proceeds were partially offset by debt repayments of $347 million on our outstanding debt and finance lease obligations, which included the following repayments: • $322 million on our term loan debt; • $24 million on our sale leaseback obligations; and • $1 million on our finance lease obligations.
These proceeds were partially offset by debt repayments of $347 million on our outstanding debt and finance lease obligations, which included the following repayments: • $322 million on our term loan debt; • $24 million on our failed sale-leaseback obligations; and • $1 million on our finance lease obligations.
For deliveries after 2024, although we believe debt and/or lease financing should be available to us, we cannot give any assurance that we will be able to secure financing on attractive terms, if at all. We have a revolving line of credit with Morgan Stanley for up to approximately $200 million.
For deliveries after 2025, although we believe debt and/or lease financing should be available to us, we cannot give any assurance that we will be able to secure financing on attractive terms, if at all. We have a revolving line of credit with Morgan Stanley for up to approximately $200 million.
In addition, the covenants restrict our ability to, among other things, dispose of certain collateral, or merge, consolidate, or sell assets. As of and for the years ended December 31, 2023, 2022 and 2021, we did not have a balance outstanding or any borrowings under the Revolving Facility.
In addition, the covenants restrict our ability to, among other things, dispose of certain collateral, or merge, consolidate, or sell assets. As of and for the years ended December 31, 2024, 2023 and 2022, we did not have a balance outstanding or any borrowings under the Revolving Facility.
Included in this mandate is supplying a minimum share of SAF at all EU airports – starting at 2% by 2025, 6% by 2030 and 20% by 2035, up to 70% by 2050. Of these amounts, 1.2% in 2030, and 5% in 2035 must be power to liquid (“PtL”) or E-Fuels, increasing to 35% by 2050.
Included in this mandate is supplying a minimum share of SAF at all EU airports – starting at 2% by 2025, 6% by 2030 and 20% by 2035, up to 70% by 2050. Of these amounts, 1.2% in 2030, and 5% in 2035 must be power to liquid ("PtL") or E-Fuels, increasing to 35% by 2050.
ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS You should read the following discussion and analysis of our financial condition and results of operations together with our consolidated financial statements and related notes included elsewhere in this Report . This discussion contains forward-looking statements based upon current plans, expectations and beliefs involving risks and uncertainties.
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS The following discussion and analysis of our financial condition and results of operations should be read together with our consolidated financial statements and related notes included elsewhere in this Report . This discussion contains forward-looking statements based upon current plans, expectations and beliefs involving risks and uncertainties.
We cannot predict what the effect on our business might be from future developments related to the extremely competitive environment in which we operate, or from events beyond our control, such as volatile fuel prices, economic conditions, weather-related disruptions, air traffic control shortages, airport infrastructure challenges, the spread of infectious diseases, the impact of other airline bankruptcies, restructurings or consolidations, U.S. or international military actions, acts of terrorism, or other external geopolitical events and conditions.
We cannot predict what the effect on our business might be from future developments related to the extremely competitive environment in which we operate, or from events beyond our control, such as volatile fuel prices, economic conditions, weather-related disruptions, airport infrastructure challenges, the spread of infectious diseases, the impact of other airline bankruptcies, restructurings or consolidations, U.S. or international military actions, acts of terrorism, or other external geopolitical events and conditions.
For more information, see our risk factor titled “We may be affected by global climate change or by legal, regulatory or market responses to such changes." In October 2023, the European Commission reached an agreement on the ReFuelEU Aviation initiative.
For more information, see our risk factor titled "We may be affected by global climate change or by legal, regulatory or market responses to such changes." In October 2023, the European Commission reached an agreement on the ReFuelEU Aviation initiative.
We exclude aircraft fuel and related taxes, operating expenses related to other non-airline businesses, such as JetBlue Ventures and JetBlue Travel Products, and special items from total operating expenses to determine Operating Expenses ex-fuel, which is a non-GAAP financial measure, and we exclude the same items from CASM to determine CASM ex-fuel, which is also a non-GAAP financial measure.
We exclude aircraft fuel, operating expenses related to other non-airline businesses, such as JetBlue Technology Ventures and JetBlue Travel Products, and special items from total operating expenses to determine Operating Expenses ex-fuel, which is a non-GAAP financial measure, and we exclude the same items from CASM to determine CASM ex-fuel, which is also a non-GAAP financial measure.
At the end of the initial lease term, we have the option to renew the lease for either one renewal term of 10 years, or two renewal terms of five years each. The total committed expenditure for the lease through 2039 is approximately $86 million.
At the end of the initial lease term, we have the option to renew the lease for either one renewal term of 10 years, or two renewal terms of five years each. The total committed expenditure for the lease through 2039 is approximately $81 million.
Investing activities for the current year also included $131 million in Spirit shareholder payments, $78 million in flight equipment pre-delivery deposits and $42 million in net purchases of investment securities. During 2022, flight equipment capital expenditures included $571 million related to the purchase of aircraft and spare engines as well as aircraft interior modifications.
Investing activities for 2023 also included $131 million in Spirit shareholder payments, $78 million in flight equipment pre-delivery deposits and $42 million in net purchases of investment securities. During 2022, flight equipment capital expenditures included $571 million related to the purchase of aircraft and spare engines as well as aircraft interior modifications.
Consequently, we believe quarter-to-quarter comparisons of our operating results may not necessarily be meaningful; you should not rely on our results for any one quarter as an indication of our future performance.
Consequently, we believe quarter-over-quarter comparisons of our operating results may not necessarily be meaningful; you should not rely on our results for any one quarter as an indication of our future performance.
We believe these non-GAAP measures are more indicative of our ability to manage airline costs and are more comparable to measures reported by other major airlines. The table below provides a reconciliation of our total operating expenses ( “ GAAP measure”) to Operating Expenses ex-fuel, and our CASM to CASM ex-fuel for the periods presented.
We believe these non-GAAP measures are more indicative of our ability to manage airline costs and are more comparable to measures reported by other major airlines. The table below provides a reconciliation of our total operating expenses (GAAP measure) to Operating Expenses ex-fuel, and our CASM to CASM ex-fuel for the periods presented.
The information below provides an explanation of each non-GAAP financial measure presented in this Report and shows a reconciliation of each such non-GAAP financial measure to its most directly comparable GAAP financial measure.
The information below provides an explanation of each non-GAAP financial measure used in this Report and shows a reconciliation of each such non-GAAP financial measure to its most directly comparable GAAP financial measure.
Financing Activities Financing activities during the year primarily consisted of the following proceeds: • $1.3 billion in proceeds from sale leaseback transactions; • $78 million in proceeds from long-term debt; and • $53 million in proceeds from the issuance of common stock related to our crewmember stock purchase plan.
Financing activities during 2023 primarily consisted of the following proceeds: • $1.3 billion in proceeds from failed sale-leaseback transactions; • $78 million in proceeds from long-term debt; and • $53 million in proceeds from the issuance of common stock related to our crewmember stock purchase plan.
This line of credit bears interest at a floating rate based upon the London Interbank Offered Rate (“LIBOR”), or such replacement index as the bank may determine from time to time in accordance with the terms of the agreement, plus a margin. We did not borrow under this facility in 2023, 2022 or 2021.
This line of credit bears interest at a floating rate based upon the London Interbank Offered Rate ("LIBOR"), or such replacement index as the bank may determine from time to time in accordance with the terms of the agreement, plus a margin. We did not borrow under this facility in 2024, 2023 or 2022.
Analysis of Cash Flows We had unrestricted cash and cash equivalents of $1.2 billion as of December 31, 2023. This compares to $1.0 billion and $2.0 billion as of December 31, 2022 and 2021, respectively. We held both short and long-term investments in 2023, 2022, and 2021.
Analysis of Cash Flows We had unrestricted cash and cash equivalents of $1.9 billion as of December 31, 2024. This compares to $1.2 billion and $1.0 billion as of December 31, 2023 and 2022, respectively. We held both short and long-term investments in 2024, 2023, and 2022.
ICAO continues to develop details regarding implementation and, while we expect compliance with CORSIA will increase our operating costs, the anticipated cost of compliance with CORSIA is uncertain due to a number of factors, including the volatility in demand for international air travel resulting from the COVID-19 pandemic and the uncertainty in the supply and price of eligible carbon offsets or low-carbon aircraft fuels.
ICAO continues to develop details regarding implementation and, while we expect compliance with CORSIA will increase our operating costs, the anticipated cost of compliance with CORSIA is uncertain due to a number of factors, including the volatility in demand for international air travel, regulatory uncertainty, and uncertainty in the supply and price of eligible carbon offsets or low-carbon aircraft fuels.
Special items for 2023 include Spirit costs and union contract costs. Special items for 2022 included Spirit costs, union contract costs and Embraer E190 fleet transition costs.
Special items for 2023 include Spirit-related costs and union contract costs. Special items for 2022 include Spirit-related costs, union contract costs and Embraer E190 fleet transition costs.
(2) In addition, we have options to purchase an additional 20 A220-300 aircraft. Committed expenditures for our firm aircraft and spare engines include estimated amounts for contractual price escalations and pre-delivery deposits.
(2) In addition, we have options to purchase 20 A220-300 aircraft in 2027 and 2028. Committed expenditures for our firm aircraft and spare engines include estimated amounts for contractual price escalations and pre-delivery deposits.
An impairment occurs when the sum of the estimated undiscounted future cash flows are less than the aggregate carrying value of the fleet. The impairment loss recognized is the amount by which the fleet's carrying value exceeds its estimated fair value. Refer to Note 17 to our consolidated financial statements included in Part II.
An impairment occurs when the sum of the estimated undiscounted future cas h flows is less th an the aggregate carrying value of the fleet. The impairment loss recognized is the amount by which the fleet's carrying value exceeds its estimated fair value. Refer to Note 17 to our consolidated financial statements included in Part II.
For the same reasons, we are unable to address the probable significance of the unavailable information, which could have a potentially unpredictable and potentially significant impact on our future GAAP financial results. 59 Table of Contents Operating Expense, Adjusted Operating Margin, Income (Loss) before Taxes, Adjusted Pre-tax Margin, Net Income (Loss) and Earnings (Loss) per Share, excluding Special Items and Net Gain (Loss) on Investments Our GAAP results in the applicable periods were impacted by credits and charges that are deemed special items.
For the same reasons, we are unable to address the probable significance of the unavailable information, which could have a potentially unpredictable and potentially significant impact on our future GAAP financial results. 54 Table of Contents Operating Expense, Operating Loss, Operating Margin, Pre-tax Loss, Pre-tax Margin, Net Loss and Loss per Share, excluding Special Items, Gain (Loss) on Investments and Gain on Debt Extinguishments Our GAAP results in the applicable periods were impacted by credits and charges that are deemed special items.
We expect to meet our obligations as they become due through available cash, investment securities, and internally generated funds, supplemented, as necessary, by financing activities.
We expect to meet our obligations as they become due through available cash, investment securities, and internally generated funds, supplemented, as necessary, by financing activities which may be available to us.
(1) The interest rates are fixed for $4.6 billion of our debt and finance lease obligations, with the remaining $109 million having floating interest rates. The estimated floating rate is equal to SOFR plus an applicable margin based on December 31, 2023 rates. The weighted average maturity of all of our debt was 7.3 years as of December 31, 2023.
(1) The interest rates are fixed for $6.8 billion of our debt and finance lease obligations, with the remaining $1.7 billion having floating interest rates. The estimated floating rate is equal to SOFR plus an applicable margin based on December 31, 2024 rates. The weighted average maturity of all of our debt was 7 years as of December 31, 2024.
Following the EU’s adoption of the Emissions Trading System (“ETS”) in 2009, a policy to regulate GHG emissions with subsequent emissions allowances, exemptions have been extended to airlines with flights originating or landing outside of the European Economic Area (“EEA”) through 2026.
EU Emissions Trading Scheme Following the EU's adoption of the Emissions Trading System ("ETS") in 2009, a policy to regulate GHG emissions with subsequent emissions allowances, exemptions have been extended to airlines with flights originating or landing outside of the European Economic Area ("EEA") through 2026.
We have a revolving Credit and Guaranty Agreement with Citibank N.A. as the administrative agent, for up to $600 million (the “Revolving Facility”). The term of the Revolving Facility runs through October 2025. Borrowings under the Revolving Facility bear interest at a variable rate equal to SOFR, plus a margin.
We have a revolving Credit and Guaranty Agreement with Citibank N.A. as the administrative agent, for up to $600 million (the "Revolving Facility"). The term of the Revolving Facility runs through October 2029. Borrowings under the Revolving Facility bear interest at a variable rate equal to the Secured Overnight Financing Rate ("SOFR"), plus a margin.
Operating Expenses, excluding Fuel and Related Taxes, Other Non-Airline Operating Expenses, and Special Items (“Operating Expenses ex-fuel”) and Operating Expense ex-fuel per Available Seat Mile ex-fuel (“CASM ex-fuel”) Operating Expense per Available Seat Mile ( “ CASM”) is a common metric used in the airline industry. Our CASM for the relevant periods are summarized in the table below.
Operating Expenses, excluding Fuel, Other Non-Airline Operating Expenses, and Special Items ("Operating Expenses ex-fuel") and Operating Expense ex-fuel per Available Seat Mile ("CASM ex-fuel") Operating Expense per Available Seat Mile ("CASM") is a common metric used in the airline industry. Our CASM for the relevant periods are summarized in the table below.
These engines power our Airbus A320, Airbus A220 and Airbus A321neo fleets. The contaminated powdered metal affects engines manufactured between October 2015 and September 2021. Engines are now required for inspection after they have reached a reduced number of cycles dependent on the fleet type.
These engines power our Airbus A220 and Airbus A321neo fleets. The powdered metal affects engines manufactured between October 2015 and September 2021. Those engines are now required to be inspected after they have reached a reduced number of cycles dependent on the fleet type.
We believe the impact of these special items distorts our overall trends and that our metrics are more comparable with the presentation of our results excluding such impact. Special items for 2023 include Spirit costs and union contract costs. Special items for 2022 included Spirit costs, union contract costs and Embraer E190 fleet transition costs.
We believe the impact of these special items distorts our overall trends and that our metrics are more comparable with the presentation of our results excluding such impact. Special items for 2024 include Spirit-related costs, union contract costs, voluntary opt-out costs, Embraer E190 fleet transition costs, and other special items.
Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” of the Annual Report on Form 10-K for the year ended December 31, 2022 for detailed discussions comparing the 2022 to 2021 period. 2023 Compared to 2022 Overview We reported a net loss of $310 million, an operating loss of $230 million and operating margin of (2.4)% for the year ended December 31, 2023.
Item 7, "Management's Discussion and Analysis of Financial Condition and Results of Operations" of the Annual Report on Form 10-K for the year ended December 31, 2023 for detailed discussions comparing the 2023 to 2022 period. 2024 Compared to 2023 Overview We reported a net loss of $795 million, an operating loss of $684 million and operating margin of (7.4)% for the year ended December 31, 2024.
The potential impacts to our business are not known at this time, but additional costs can be expected in relation to these disclosures. Implementation dates have not yet been finalized, but it is expected that these disclosures will be required beginning in 2026.
The potential impacts to our business are not known at this time, but additional costs can be expected in relation to these disclosures. Implementation is expected to be required beginning in 2026.
During 2021, flight equipment capital expenditures included $770 million related to the purchase of aircraft and spare engines as well as aircraft interior modifications. Flight capital expenditures also included $44 million for spare part purchases. Other property and equipment capital expenditures included ground equipment purchases and facility improvements for $93 million.
During 2024, flight equipment capital expenditures included $1.3 billion related to the purchase of aircraft and spare engines as well as aircraft interior modifications. Flight capital expenditures also included $81 million in spare part purchases. Other property and equipment capital expenditures included ground equipment purchases and facility improvements for $121 million.
This compares to net loss of $362 million, operating loss of $298 million, and operating margin of (3.3)% for the year ended December 31, 2022. Our loss per share was $0.93 for 2023 compared to a loss per share of $1.12 for 2022. Our 2023 and 2022 reported results included the effects of special items.
This compares to net loss of $310 million, operating loss of $230 million, and operating margin of (2.4)% for the year ended December 31, 2023. Our loss per share was $2.30 for 2024 compared to a loss per share of $0.93 for 2023. Our 2024 and 2023 reported results included the effects of special items.
Excluding one-time items, our adjusted loss per share (1) was $0.45 for 2023 compared to an adjusted loss per share of $0.80 for 2022.
Excluding special items, our adjusted loss per share (1) was $0.71 for 2024 compared to an adjusted loss per share of $0.45 for 2023.
Adjusting for these one-time items, our adjusted net loss (1) was $151 million, adjusted operating loss (1) was $33 million, and our adjusted operating margin (1) was (0.3)% for 2023. This compares to an adjusted net loss (1) of $260 million, adjusted operating loss (1) of $185 million, and an adjusted operating margin (1) of (2.0)% for 2022.
Adjusting for these special items, our adjusted net loss (1) was $245 million, adjusted operating loss (1) was $93 million, and our adjusted operating margin (1) was (1.0)% for 2024. This compares to an adjusted net loss (1) of $151 million, adjusted operating loss (1) of $33 million, and an adjusted operating margin (1) of (0.3)% for 2023.
Financing activities during 2022 also included $37 million in financing fees, of which $35 million relate to the $3.5 billion Senior Secured Bridg e Facility to support the purchase of Spirit, and $6 million used for the acquisition of treasury stock, which represents the return of shares to satisfy tax payments associated with crewmember stock compensation that vested during the period.
Financing activities during 2022 also included $37 million in financing fees, of which $35 million relate to the $3.5 billion Senior Secured Bridg e Facility to support the purchase of Spirit, and $6 million used for the acquisition of treasury stock, which represents the return of shares to satisfy tax payments associated with crewmember stock compensation that vested during the period. 46 Table of Contents Capital Resources Depending on market conditions, we may use a mix of cash and debt financing for aircraft scheduled for delivery in 2025.
NON-GAAP FINANCIAL MEASURE RECONCILIATION OF OPERATING EXPENSE AND OPERATING EXPENSE PER ASM (CASM), EXCLUDING FUEL (in millions; per ASM data in cents) 2023 2022 2021 $ per ASM $ per ASM $ per ASM Total operating expenses $ 9,845 14.37 $ 9,456 14.67 $ 6,117 11.30 Less: Aircraft fuel and related taxes 2,720 3.97 3,105 4.82 1,436 2.65 Other non-airline expenses 64 0.09 55 0.08 43 0.08 Special items 197 0.29 113 0.18 (833) (1.54) Operating expenses, excluding fuel $ 6,864 10.02 $ 6,183 9.59 $ 5,471 10.11 Percent change 4.5 % (5.2) % With respect to JetBlue’s CASM ex-fuel guidance, we are unable to provide a reconciliation of the non-GAAP financial measure to GAAP CASM, the most directly comparable GAAP measure, because the quantification of certain excluded items reflected in the CASM ex-fuel guidance cannot be calculated or predicted at this time without unreasonable efforts.
NON-GAAP FINANCIAL MEASURE RECONCILIATION OF OPERATING EXPENSE AND OPERATING EXPENSE PER ASM (CASM), EXCLUDING FUEL (in millions; per ASM data in cents) 2024 2023 2022 $ per ASM $ per ASM $ per ASM Total operating expenses $ 9,963 15.08 $ 9,845 14.37 $ 9,456 14.67 Less: Aircraft fuel 2,343 3.55 2,807 4.10 3,190 4.95 Other non-airline expenses 60 0.09 64 0.09 55 0.08 Special items 591 0.89 197 0.29 113 0.18 Operating expenses, excluding fuel $ 6,969 10.55 $ 6,777 9.89 $ 6,098 9.46 Percent change 6.6 % 4.6 % With respect to JetBlue's CASM ex-fuel guidance, we are unable to provide a reconciliation of the non-GAAP financial measure to GAAP CASM, the most directly comparable GAAP measure, because the quantification of certain excluded items reflected in the CASM ex-fuel guidance cannot be calculated or predicted at this time without unreasonable efforts.
Depreciation and Amortization Depreciation and amortization primarily includes owned and finance leased aircraft and spare engines, in-flight entertainment systems, airport leasehold improvements and software development. Depreciation and amortization increased $36 million, or 6.1%, compared to the 2022 period. This increase was primarily driven by 17 aircraft and 12 spare engines delivered and placed into service in 2023.
Depreciation and Amortization Depreciation and amortization primarily includes owned and finance leased aircraft and spare engines, in-flight entertainment systems, airport leasehold improvements and software development. Depreciation and amortization increased $34 million, or 5.5%, compared to the 2023 period. This increase was primarily driven by the induction of new aircraft and spare engines.
The wage rate increase was primarily due to the new pilot union contract effective March 1, 2023, which included an initial pay rate increase of 14% and an additional 3% pay rate increase in August 2023. An increase in full-time equivalent (“FTE”) crewmembers also contributed to the increase.
The wage rate increases were primarily due to the new pilot union contract effective March 1, 2023, which included an initial pay rate increase of 14% and additional pay rate increases of 3% and 9% in August 2023 and August 2024, respectively.
Our approach to debt management includes managing the mix of fixed and floating rate debt, annual maturities of debt, and the weighted average cost of debt. Additionally, our unencumbered assets allow some flexibility in managing our cost of debt and capital requirements.
Our approach to debt management includes managing the mix of fixed and floating rate debt, annual maturities of debt, and the weighted average cost of debt. Additionally, our unencumbered assets allow some flexibility in managing our cost of debt and capital requirements. 47 Table of Contents Other In February 2022, we filed an automatic shelf registration statement with the SEC.
Each trust maintains a liquidity facility whereby a third party agrees to make payments sufficient to pay up to 18 months of interest on the applicable certificates if a payment default occurs.
The beneficiaries of these pass-through trusts are the purchasers of equipment notes issued by us to finance the acquisition of aircraft. Each trust maintains a liquidity facility whereby a third party agrees to make payments sufficient to pay up to 18 months of interest on the applicable certificates if a payment default occurs.
Passenger revenue from unused tickets and passenger credits are recognized in proportion to flown revenue based on estimates of expected expiration or when the likelihood of the customer exercising his or her remaining rights becomes remote. O ther revenue is primarily comprised of the marketing component of the sales of our TrueBlue ® points.
Passenger revenue, including certain ancillary fees directly related to passenger tickets, is recognized when the transportation is provided. Passenger revenue from unused tickets and passenger credits are recognized in proportion to flown revenue based on estimates of expected expiration or when the likelihood of the customer exercising his or her remaining rights becomes remote.
Excluding fuel and related taxes, special items, and operating expenses related to our non-airline businesses, our 2023 adjusted operating expense (1) increased by 11.0% to $6.9 billion, year-over-year. • Excluding fuel and related taxes, special items, and operating expenses related to our non-airline businesses, our cost per available seat mile (“CASM ex-fuel”) (1) increased by 4.5% to 10.02 cents year-over-year. • Our operating margin was (2.4)% in 2023 and (3.3)% in 2022.
Excluding aircraft fuel, special items, and operating expenses related to our non-airline businesses, our 2024 adjusted operating expense (1) increased by 2.8% to $7.0 billion, year-over-year. • Operating expense per available seat mile ("CASM") increased by 4.9% to 15.08 cents year-over-year. • Excluding fuel, special items, and operating expenses related to our non-airline businesses, our cost per available seat mile ("CASM ex-fuel") (1) increased by 6.6% to 10.55 cents year-over-year.
We expect our operating results to significantly fluctuate from quarter-to-quarter in the future as a result of various factors, many of which are outside of our control.
We expect our operating results to fluctuate significantly from quarter-to-quarter in the future due to factors such as economic conditions, weather events, cost of aircraft fuel, and various other factors, many of which are outside of our control.
This includes ground rents for the terminal site which began at the time of the lease execution in 2005 and facility rents which commenced in October 2008 upon our occupancy of T5. The facility rents are based on the number of passengers enplaned out of the terminal, subject to annual minimums.
We are responsible for making various payments under the lease. This includes ground rents for the terminal site which began at the time of the lease execution in 2005 and facility rents which commenced in October 2008 upon our occupancy of T5.
Our investments totaled $564 million as of December 31, 2023 compared to $522 million and $863 million as of December 31, 2022 and 2021, respectively. Operating Activities Cash provided by operating activities totaled approximately $400 million in 2023.
These investments totaled $2.0 billion as of December 31, 2024 compared to $564 million and $522 million as of December 31, 2023 and 2022, respectively. Operating Activities Cash provided by operating activities was $144 million in 2024. This compares to cash provided by operating activities of $400 million in 2023 and $379 million in 2022.
We believe this will be sufficient to satisfy our liquidity needs for at least the next twelve months, and we expect to meet our long-term liquidity needs with our projected cash from operations, available lines of credit and debt financing. Our adjusted debt to capitalization ratio (1) at December 31, 2023 was 59%, up from 52% at December 31, 2022.
As of December 31, 2024, our unrestricted cash, cash equivalents, short-term investments, and long-term marketable securities of $3.9 billion, which we believe will be sufficient to satisfy our liquidity needs for at least the next twelve months from the date of this Report, and we expect to meet our long-term liquidity needs with our projected cash from operations, available lines of credit and debt financing.
Our actual results may differ materially from those anticipated in these forward-looking statements as a result of various factors, including those set forth in Part I. Item 1A, “Risk Factors” and other parts of this Report. OVERVIEW In 2023, we faced a challenging operating environment due to ATC delays, weather-related disruptions, industry cost pressures and engine issues.
Our actual results may differ materially from those anticipated in these forward-looking statements as a result of various factors, including those set forth in Part I. Item 1A, "Risk Factors" and other parts of this Report.
Pratt and Whitney In July 2023, Pratt & Whitney, a division of Raytheon Technologies, announced the requirement, mandated by the Federal Aviation Administration ( “FAA” ), for removal of certain engines for inspection due to contaminated powdered metal used in high-pressure turbine disks on the V2500, PW1100G, and PW1500G engine types.
Pratt & Whitney In July 2023, Pratt & Whitney, a division of RTX Corporation, announced the requirement, mandated by the FAA , for removal of certain engines for inspection due to a rare condition involving powdered metal used in the production of certain engine parts on the PW1100G and PW1500G engine types.
We believe the impact of these items distort our overall trends and that our metrics are more comparable with the presentation of our results excluding the impact of these items. The table below provides a reconciliation of our GAAP reported amounts to the non-GAAP amounts excluding the impact of these items for the periods presented.
The table below provides a reconciliation of our GAAP reported amounts to the non-GAAP amounts excluding the impact of these items for the periods presented.
Our a ircraft lease agreements contain termination provisions which include standard maintenance and return conditions. Our policy is to record these lease return conditions when they are probable and the costs can be estimated. As of December 31, 2023, the average age of our operating fl eet was 12.3 ye ars.
Operating Lease Obligations As of December 31, 2024, we had operating lease obligations for 26 aircraft with lease terms that expire between 2025 and 2028. Our a ircraft lease agreements contain termination provisions which include standard maintenance and return conditions. Our policy is to record these lease return conditions when they are probable and the costs can be estimated.
We also lease airport terminal space and other airport facilities in each of our markets, as well as office space and other equipment. Minimum ground and facility rents at JFK totaling $591 million are included in the commitments table above as operating lease obligations.
Minimum ground and facility rents at JFK totaling $535 million are included in the commitments table above as operating lease obligations.
The air transportation element is deferred and recognized as passenger revenue when the points are redeemed. The other elements are recognized as other revenue when the performance obligations related to those services are satisfied, which is generally the same period as when consideration is received from the participating company.
The other elements are recognized as other revenue when the performance obligations related to those services are satisfied, which is generally the same period as when consideration is received from the participating company. 52 Table of Contents Amounts allocated to the air transportation element which are initially deferred include a portion that are expected to be redeemed during the following twelve months (included within air traffic liability), and a portion that are not expected to be redeemed during the following twelve months (included within air traffic liability - non-current).
(1) Refer to our “Regulation G Reconciliation of Non-GAAP Financial Measures” at the end of this section for more information on this non-GAAP measure. 48 Table of Contents Operating Expenses (in millions; per ASM data in cents; percentages based on unrounded numbers) Year-over-Year Change Cents per ASM 2023 2022 $ % 2023 2022 % Change Aircraft fuel and related taxes $ 2,720 $ 3,105 (385) (12.4) 3.97 4.82 (17.5) Salaries, wages and benefits 3,055 2,747 308 11.2 4.46 4.26 4.7 Landing fees and other rents 657 544 113 20.7 0.96 0.84 13.6 Depreciation and amortization 621 585 36 6.1 0.90 0.91 (0.1) Aircraft rent 126 114 12 10.4 0.18 0.18 3.9 Sales and marketing 316 289 27 9.2 0.46 0.45 2.8 Maintenance, materials and repairs 654 591 63 10.9 0.96 0.91 4.4 Special items 197 113 84 74.1 0.29 0.18 63.8 Other operating expenses 1,499 1,368 131 9.6 2.19 2.12 3.1 Total operating expenses $ 9,845 $ 9,456 389 4.1 14.37 14.67 (2.0) Aircraft Fuel and Related Taxes Aircraft fuel and related taxes represented 27.6% of our total operating expenses in 2023 compared to 32.8% in 2022.
(1) Refer to our "Regulation G Reconciliation of Non-GAAP Financial Measures" at the end of this section for more information on this non-GAAP measure. 42 Table of Contents Operating Expenses (in millions; per ASM data in cents; percentages based on unrounded numbers) Year-over-Year Change Cents per ASM 2024 2023 $ % 2024 2023 % Change Aircraft fuel $ 2,343 $ 2,807 (464) (16.5) 3.55 4.10 (13.5) Salaries, wages and benefits 3,263 3,055 208 6.8 4.94 4.46 10.7 Landing fees and other rents 659 657 2 0.4 1.00 0.96 4.1 Depreciation and amortization 655 621 34 5.5 0.98 0.90 9.4 Aircraft rent 92 126 (34) (27.2) 0.14 0.18 (24.5) Sales and marketing 328 316 12 4.0 0.50 0.46 7.8 Maintenance, materials and repairs 628 654 (26) (4.1) 0.95 0.96 (0.6) Special items 591 197 394 NM (1) 0.89 0.29 NM Other operating expenses 1,404 1,412 (8) (0.6) 2.13 2.06 3.1 Total operating expenses $ 9,963 $ 9,845 118 1.2 15.08 14.37 4.9 (1) Not meaningful or greater than 100% change.
Financing activities during 2021 also included $8 million used for the acquisition of treasury stock which represents the return of shares to satisfy tax payments associated with crewmember stock compensation that vested during the period. Capital Resources Depending on market conditions, we anticipate using a mix of cash and debt financing for aircraft scheduled for delivery in 2024.
Financing activities during 2024 also included $6 million for the acquisition of treasury stock, which represents the return of shares to satisfy tax payments associated with crewmember stock compensation that vested during the period. It also includes $66 million in financing fees related to new debt agreements in 2024.
(1) Refer to our ''Regulation G Reconciliation of Non-GAAP Financial Measures" at the end of this section for more information on this non-GAAP measure. 58 Table of Contents REGULATION G RECONCILIATION OF NON-GAAP FINANCIAL MEASURES We report our financial results in accordance with GAAP; however, we present certain non-GAAP financial measures in this Report.
Item 8 for further details of our impairment charges. 53 Table of Contents REGULATION G RECONCILIATION OF NON-GAAP FINANCIAL MEASURES We report our financial results in accordance with GAAP; however, we present certain non-GAAP financial measures in this Report.
Operating Revenues (revenues in millions; percent changes based on unrounded numbers) Year-over-Year Change 2023 2022 $ % Passenger revenue $ 9,008 $ 8,586 422 4.9 % Other revenue 607 572 35 6.2 Total operating revenues $ 9,615 $ 9,158 457 5.0 % Average fare $ 211.79 $ 217.03 (5.24) (2.4) Yield per passenger mile (cents) 15.92 16.34 (0.42) (2.6) Passenger revenue per ASM (cents) 13.15 13.32 (0.17) (1.2) Operating revenue per ASM (cents) 14.04 14.20 (0.16) (1.2) Average stage length (miles) 1,230 1,213 17 1.4 Revenue passengers (thousands) 42,534 39,562 2,972 7.5 Revenue passenger miles (millions) 56,578 52,552 4,026 7.7 Available seat miles (ASMs) (millions) 68,497 64,475 4,022 6.2 Load factor 82.6 % 81.5 % 1.1 pts Passenger revenue accounted for 93.7% of our total operating revenue for the year ended December 31, 2023 and is our primary source of revenue which includes seat revenue and baggage fees.
Operating Revenues (revenues in millions; percent changes based on unrounded numbers) Year-over-Year Change 2024 2023 $ % Passenger revenue $ 8,617 $ 9,008 (391) (4.3) % Other revenue 662 607 55 9.0 Total operating revenues $ 9,279 $ 9,615 (336) (3.5) % Average fare $ 212.78 $ 211.79 0.99 0.5 Yield per passenger mile (cents) 15.68 15.92 (0.24) (1.5) Passenger revenue per ASM (cents) 13.04 13.15 (0.11) (0.8) Operating revenue per ASM (cents) 14.04 14.04 — — Average stage length (miles) 1,287 1,230 57 4.6 Revenue passengers (thousands) 40,498 42,534 (2,036) (4.8) Revenue passenger miles (millions) 54,958 56,578 (1,620) (2.9) Available seat miles (ASMs) (millions) 66,082 68,497 (2,415) (3.5) Load factor 83.2 % 82.6 % 0.6 pts Passenger revenue is our primary source of revenue which includes seat revenue and baggage fees, as well as revenue from our ancillary product offerings such as Even More ® Space.
We believe this to be an important step in helping the U.S. airline industry reach its goal of achieving net-zero carbon emissions by 2050, as well as our own goal of net zero emissions by 2040. SAF Mandates There are also growing initiatives to mandate use of SAF or otherwise reduce GHG emissions associated with various aircraft design types.
We believe tax credits like 40B and 45Z are an important step in helping the U.S. airline industry reach its goal of achieving net-zero carbon emissions by 2050, as well as our own goal of net zero emissions by 2040.
Approximately 70% of our owned property and equipment and intangible assets at net book value were pledged or committed to be pledged as security under various loan agreements. Operating Lease Obligations As of December 31, 2023, we had operating lease obligations for 56 aircraft with lease terms that expire between 2024 and 2028.
We have $61 million of restricted cash pledged under standby letters of credit related to certain leases that will expire at the end of the related lease terms. Approximately 65% of our owned property and equipment and intangible assets at net book value were pledged or committed to be pledged as security under various loan agreements.
Working Capital We had a working capital deficit of $1.5 billion as of Decemb er 31, 2023 compared to a deficit of $1.8 billion as of December 31, 2022.
As of and for the year ended December 31, 2024, we had a $763 million balance outstanding under the TrueBlue® Term Loan Facility. Working Capital We had working capital of $377 million as of Decemb er 31, 2024 compared to a deficit of $1.5 billion as of December 31, 2023.
Occurrences of these extreme weather events may result inflight cancellations, delays, and diversions, impacting our operations and thus adversely affecting our financial results and conditions. 56 Table of Contents CRITICAL ACCOUNTING POLICIES AND ESTIMATES The preparation of our consolidated financial statements in conformity with generally accepted accounting principles in the United States (“GAAP”), requires management to adopt accounting policies as well as make estimates and judgments to develop amounts reported in our financial statements and accompanying notes.
However, risks may manifest in ways that we have not foreseen or are otherwise not able to wholly mitigate. 51 Table of Contents CRITICAL ACCOUNTING POLICIES AND ESTIMATES The preparation of our consolidated financial statements in conformity with generally accepted accounting principles in the United States ("GAAP") requires management to adopt accounting policies as well as make estimates and judgments to develop amounts reported in our financial statements and accompanying notes.
(1) Refer to our “Regulation G Reconciliation of Non-GAAP Financial Measures” at the end of this section for more information on this non-GAAP measure. 53 Table of Contents We have a long term lease for our primary corporate office in Long Island City until 2039. We have a one-time option to terminate the lease in 2034.
This amount is included in restricted cash on the consolidated balance sheets as of December 31, 2024 . 48 Table of Contents We have a long term lease for our primary corporate office in Long Island City until 2039. We have a one-time option to terminate the lease in 2034.
Yield, or the average amount one passenger pays to fly one mile, is calculated by dividing passenger revenue by revenue passenger miles. We attempt to increase passenger revenue primarily by increasing our yield per flight which produces higher revenue per available seat mile.
We measure capacity in terms of available seat miles, which represents the number of seats available for passengers multiplied by the number of miles the seats are flown. Yield, or the average amount one passenger pays to fly one mile, is calculated by dividing passenger revenue by revenue passenger miles.
Flight capital expenditures also included $64 million for spare part purchases. Other property and equipment capital expenditures included ground equipment purchases and facility improvements for $132 million. Investing activities in 2022 also included the net proceeds of $321 million from our investment securities, $297 million in Spirit payments and $156 million in flight equipment pre-delivery deposits.
Flight capital expenditures also included $64 million for spare part purchases. Other property and equipment capital expenditures included ground equipment purchases and facility improvements for $132 million.
See Notes 3, 4, and 11 to our consolidated financial statements included in Part II. Item 8, for a more detailed discussion of our variable interests and other contingencies, including guar antees and indemnities.
See Notes 3, 4, and 11 to our consolidated financial statements included in Part II.
Additionally, there is a supplemental credit of one cent for each percent that the reduction exceeds 50%, for a total credit range of $1.25 to $1.75 per gallon. We believe this credit will be a meaningful development to stimulate the production of SAF, making it more affordable and widely available.
The credit provides for a $1.25 credit for each gallon of SAF in a qualified mixture, which must have a minimum reduction of 50% in lifecycle greenhouse gas emissions. Additionally, there is a supplemental credit of one cent for each percent that the reduction exceeds 50%, for a total credit range of $1.25 to $1.75 per gallon.
The PANYNJ reimbursed us for construction costs of this project in accordance with the terms of the lease, except for approximately $76 million in leasehold improvements provided by us. In 2012, we amended this lease to include additional ground space for our international arrivals facility, T5i, which we opened in November 2014.
The facility rents are based on the number of passengers enplaned out of the terminal, subject to annual minimums. The PANYNJ reimbursed us for construction costs of this project in accordance with the terms of the lease, except for approximately $76 million in leasehold improvements provided by us.
The SAF credit applies to a qualified fuel mixture containing sustainable aviation fuel for certain sales or uses in calendar years 2023 and 2024. The credit provides for a $1.25 credit for each gallon of SAF in a qualified mixture, which must have a minimum reduction of 50% in lifecycle greenhouse gas emissions.
Sustainable Aviation Fuel Tax Credit & Clean Fuel Production Credit One of the various programs within the Inflation Reduction Act of 2022 (the "IRA") was the creation of a tax credit for SAF. The SAF credit applies to a qualified fuel mixture containing sustainable aviation fuel for certain sales or uses in calendar years 2023 and 2024.
OFF-BALANCE SHEET ARRANGEMENTS We have determined that we hold a variable interest in, but are not the primary beneficiary of, certain pass-through trusts. The beneficiaries of these pass-through trusts are the purchasers of equipment notes issued by us to finance the acquisition of aircraft.
In 2012, we amended this lease to include additional ground space for our international arrivals facility, T5i, which we opened in November 2014. OFF-BALANCE SHEET ARRANGEMENTS We have determined that we hold a variable interest in, but are not the primary beneficiary of, certain pass-through trusts.
Our objective is to optimize our fare mix to increase our overall average fare while continuing to provide our customers with competitive fares.
We attempt to increase passenger revenue by increasing our yield and also increasing our load factor of flights, when possible. Our objective is to optimize our fare mix to increase our overall revenue per available seat mile while continuing to provide our customers with competitive fares.
Flight Equipment Purchase Obligations Our committed future aircraft deliveries are as follows (1) : Year Airbus A220 Airbus A321neo Total 2024 20 7 27 2025 20 5 25 2026 20 4 24 2027 5 9 14 Thereafter 11 30 41 Total (2) 76 55 131 (1) Refer to the Contractual Obligations table above for additional information on the amended Airbus delivery schedule.
Flight Equipment Purchase Obligations Our firm aircraft orders include the following aircraft (1) : Year Airbus A220 Airbus A321neo Total 2025 20 4 24 2026 17 — 17 2027 5 — 5 2028 9 — 9 2029 7 — 7 Thereafter — 44 44 Total (2) 58 48 106 (1) Our committed future aircraft deliveries are subject to change based on modifications to the contractual agreements or changes in the delivery schedules.
The Company currently expects each removed engine to take up to 360 days to complete a shop visit and return to a serviceable condition and expects the number of out of service aircraft to rise to between 13 and 15 by the end of 2024.
As a result of these required inspections and other engine reliability deficiencies, as of December 31, 2024 , we had 11 aircraft grounded due to lack of engine availability. The Company currently expects each removed engine to take approximately 360 days to complete a shop visit and return to a serviceable condition.
Our working capital deficit decreased by $364 million due to several factors, including an increase in cash and cash equivalents and accounts payable, offset by a decrease in current maturities of long-term debt and air traffic liability. Working capital deficits can be customary in the airline industry since a large portion of air traffic liability is classified within current liability.
These increases were offset in part by $748 million in payments on our outstanding debt and finance lease obligations, which included an early retirement of a portion of our 0.50% convertible senior notes. Working capital deficits can be customary in the airline industry since a large portion of air traffic liability is classified within current liability.
CONTRACTUAL OBLIGATIONS Our material cash requirements for known contractual and other obligations as of December 31, 2023 includes the following (in millions): Payments due in 2024 2025 2026 2027 2028 Thereafter Total Debt and finance lease obligations (1) $ 496 $ 455 $ 1,190 $ 427 $ 515 $ 2,916 $ 5,999 Operating lease obligations 160 115 90 86 73 365 889 Flight equipment purchase obligations (2) 1,235 1,169 1,145 1,015 1,504 1,137 7,205 Other obligations (3) 382 367 418 447 765 — 2,379 Total $ 2,273 $ 2,106 $ 2,843 $ 1,975 $ 2,857 $ 4,418 $ 16,472 The amounts stated above do not include additional obligations incurred as a result of financing activities executed after December 31, 2023 except as otherwise noted.
CONTRACTUAL OBLIGATIONS Our material cash requirements for known contractual and other obligations as of December 31, 2024 includes the following (in millions): Payments due in 2025 2026 2027 2028 2029 Thereafter Total Debt and finance lease obligations (1) $ 937 $ 1,247 $ 908 $ 986 $ 2,188 $ 5,719 $ 11,985 Operating lease obligations 132 108 96 82 75 301 794 Flight equipment purchase obligations 981 690 288 410 321 3,754 6,444 Other obligations (2) 397 372 376 425 290 9 1,869 Total $ 2,447 $ 2,417 $ 1,668 $ 1,903 $ 2,874 $ 9,783 $ 21,092 The amounts stated above do not include additional obligations incurred as a result of financing activities executed after December 31, 2024 except as otherwise noted.
This agreement is a step towards the implementation of the “Fit for 55” legislative package to reduce greenhouse gas emissions by at least 55% by 2030. Additionally, France defined its SAF roadmap in 2019, which includes SAF consumption objectives of 2% by 2025, 5% by 2030 and 50% in 2050.
Additionally, France defined its SAF roadmap in 2019, which includes SAF consumption objectives of 2% by 2025, 5% by 2030 and 50% in 2050. Though the obligated party is the fuel provider, JetBlue has worked with its fuel partners throughout Europe & the UK to proactively plan for SAF requirements.
(2) On January 26, 2024, JetBlue and Airbus amended the Company's aircraft delivery schedule pursuant to which we agreed to defer 41 aircraft originally scheduled for delivery from 2024 through 2027 to revised delivery dates from 2025 through 2029.
("Airbus") entered into an amended delivery schedule pursuant to which we agreed to defer 44 Airbus A321neo aircraft originally scheduled for delivery from 2025 through 2029 to revised delivery dates of 2030 and beyond. This aircraft deferral shifted approximately $3.0 billion in capital expenditures to 2030 and beyond.
Investing activities in 2021 also included the net proceeds of $296 million in investment securities and $88 million for flight equipment pre-delivery deposits.
Investing activities for the current year also included $1.5 billion in net purchases of investment securities, $141 million in aircraft pre-delivery deposits payments, $30 million of proceeds from the sale of assets and sale-leaseback transactions, and $22 million in Spirit shareholder payments.
Except for uncertainty related to the cost of aircraft fuel, we expect our expenses to continue to increase as we acquire additional aircraft, as our fleet ages, and as we expand the frequency of flights in existing markets as well as enter into new markets. 2023 Developments Network During 2023, we began service to the following new destinations (“BlueCities”): Paris, France; Amsterdam, Netherlands; Belize City, Belize; St.
Except for uncertainty related to the cost of aircraft fuel, we expect our expenses to continue to increase from wage rate cost pressures, as we acquire additional aircraft, and as our fleet ages.

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Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Market Risk — interest-rate, FX, commodity exposure

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Biggest changeThis amount is determined by considering the impact of the hypothetical change in interest rates on our variable rate debt. If interest rates were on average 100 basis points lower in 2024 than they were during 2023, our interest income from cash and investment balances would decrease by approximately $7 million.
Biggest changeIf interest rates were on average 100 basis points higher in 2025 than they were during 2024, our annual interest expense would increase by approximately $18 million. This amount is determined by considering the impact of the hypothetical change in interest rates on our variable rate debt.
This amount is determined by considering the impact of the hypothetical change in interest rates on the balances of our money market funds and short-term, interest-bearing investments for the trailing twelve-month period. 63 Table of Contents
This amount is determined by considering the impact of the hypothetical change in interest rates on the balances of our money market funds and short-term, interest-bearing investments for the trailing twelve-month period. 58 Table of Contents
Market risk is estimated as a hypothetical 10% increase in the December 31, 2023 cost per gallon of fuel. Based on projected 2024 fuel consumption, such an increase would result in an increase to aircraft fuel expense of approximat ely $244 million in 2024.
Market risk is estimated as a hypothetical 10% increase in the December 31, 2024 cost per gallon of fuel. Based on projected 2025 fuel consumption, such an increase would result in an increase to aircraft fuel expense of $211 million in 2025. As of December 31, 2024, we did not have any outstanding fuel hedging contracts.
The amount of collateral posted, if any, is periodically adjusted based on the fair value of the hedge contracts. Interest Our earnings are affected by changes in interest rates due to the impact those changes have on interest expense from variable-rate debt instruments and on interest income generated from our cash and investment balances.
Interest Our earnings are affected by changes in interest rates due to the impact those changes have on interest expense from variable-rate debt instruments and on interest income generated from our cash and investment balances. The interest rate is fixed for $6.8 billion of our debt and finance lease obligations, with the remaining $1.7 billion having floating interest rates.
The interest rate is fixed for $4.6 billion of our debt and finance lease obligations, with the remaining $109 million having floating interest rates. If interest rates were on average 100 basis points higher in 2024 than they were during 2023, our annual interest expense would increase by approximately $1 million.
If interest rates were to average 100 basis points lower in 2025 than they were during 2024, our interest income from cash and investment balances would decrease by approximately $13 million.
Removed
As of December 31, 2023, we have hedged 30% of our projected fuel requirement for the first quarter of 2024. The financial derivative instrument agreements we have with our counterparties may require us to fund all, or a portion of, outstanding loss positions related to these contracts prior to their scheduled maturities.

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