NEW YORK – JetBlue announced that it has entered into an agreement with Icahn Enterprises L.P., a major shareholder of JetBlue, under which Jesse Lynn, general counsel of Icahn Enterprises, and Steven Miller, portfolio manager of Icahn Capital, will join the airline’s board of directors. Lynn and Miller will serve as non-voting observers to the board through JetBlue’s annual meeting of stockholders this spring, after which time they will join the board as full voting members.
Peter Boneparth, chair of the JetBlue board, said, “We are pleased to have reached this agreement with Icahn Enterprises. Our board and leadership team are focusing our full attention on taking aggressive action to return to profitability and strengthen JetBlue’s foundation for the future. We welcome Jesse and Steven to the board. With their experience on public company boards, often when navigating key inflection points, they will add useful insights as we set JetBlue on a path back to long-term sustainable growth and shareholder value creation.”
Joanna Geraghty, chief executive officer, JetBlue, said, “We are already taking action to restore our historical earnings power. We are executing more than $300 million of revenue initiatives this year, and are on track to deliver significant cost savings from our structural cost program, fleet modernization, and fixed cost base reductions. Building on our distinct brand and unique value proposition, we are focused on delivering value to our shareholders and all of our stakeholders, and we welcome the contributions of our new board members as we move forward with that common goal.”
Carl C. Icahn said, “We appreciate the constructive engagement we have had with JetBlue’s board and leadership team. We very much look forward to working with them in the future.”
With the additions of Mr. Lynn and Mr. Miller following the annual meeting, the JetBlue board will expand to 13 directors, 12 of whom are expected to be independent. Since 2018, JetBlue has refreshed more than half the board and added eight new independent directors, including the appointments announced today.
Icahn Enterprises and certain of its affiliates (collectively, the “Icahn Group”) have agreed to customary standstill, voting commitments and other provisions. Further information on JetBlue’s agreement with the Icahn Group, including a copy of the agreement, will be provided in a Current Report on Form 8-K to be filed with the Securities and Exchange Commission.
Jesse Lynn has been general counsel of Icahn Enterprises L.P. since 2014. Previously, Lynn served as assistant general counsel of IEP, an associate at Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C., and an associate at Gordon Altman Butowsky Weitzen Shalov & Wein. He has been a director on numerous company boards. He currently serves on the board of Conduent, and has served on the boards of Crown Holdings, Xerox Holdings Corporation, FirstEnergy Corp., Cloudera, Herbalife Nutrition, and The Manitowoc Company, Inc. He received a B.A. from the University of Michigan and a J.D. from the Boston University School of Law.
Steven Miller is a portfolio manager at Icahn Capital L.P., a subsidiary of Icahn Enterprises L.P. He currently serves as a director at Dana Incorporated, Bausch Health Companies, Inc. and Conduent Incorporated. Prior to joining Icahn Capital in October 2020, Miller was an analyst in the Distressed and Special Situations investment group at BlueMountain Capital Management, LLC and an analyst at Goldman, Sachs & Co. He has previously been a director at Xerox Holdings Corporation and Herc Holdings. He received a B.S. summa cum laude from Duke University in 2011.
