Our acquisition of Virgin America in late 2016 positions us as the 5th largest airline in the U.S. with an unparalleled ability to serve West Coast travelers . . .
. . . with award-winning customer service.
Our combined airline provides a vast network of business and leisure travel options for customers living on the West Coast . . .
…and gives us a significant presence in all major West Coast Metropolitan areas.
|Bay Area||LA Basin|
|150 Flights*||103 Flights|
* Includes flights announced as of March 20, 2017
In addition, our partner portfolio provides expansive global travel utility.
From day one, the combined airline offers more seats from the West Coast than any other airline.
And, with costs lower than those of legacy carriers, . . .
CASM is for the 12 months ended December 31, 2016 (Alaska includes Virgin America)
…the combination provides an expanded platform for significant growth of our low-fare, premium product.
We have a history of returning capital to our owners and consistently increasing our dividend.
With the 2016 acquisition, a greater portion of our capital has been allocated to growing our business, which will create significant value for our owners.
Highlighted below is a summary of selected information provided in this Proxy Statement. Please review the entire Proxy Statement and Alaska Air Group’s Annual Report on Form 10-K for the fiscal year ended December 31, 2016 before voting your shares.
Matters To Be Voted On
|Item for Business||Board Recommendation||Effect of Abstention|
|1.||Elect 10 Directors||FOR each Director Nominee||None|
|2.||Approve on an advisory basis the Compensation of the Company’s Named Executive Officers||FOR||A Vote Against|
|3.||Approve on an advisory basis the Frequency of the Advisory Vote to Approve the Compensation of the Company’s Named Executive Officers||EVERY ONE YEAR||None|
|4.||Approve an Amendment to the Company’s Certificate of Incorporation to Increase the Number of Authorized Shares of Common Stock||FOR||A Vote Against|
|5.||Ratify the Appointment of KPMG LLP as the Company’s Independent Registered Public Accountants for the Fiscal Year 2017||FOR||A Vote Against|
|6.||Consider a Stockholder Proposal Regarding Changes to the Company’s Proxy Access Bylaw||AGAINST||A Vote Against|
As part of Alaska Air Group’s commitment to high ethical standards, our board follows sound governance practices. These practices are described in more detail in our Corporate Governance Guidelines, which are available on the Company’s website at www.alaskaair.com.
|Lead Independent Director||
|Right to Call Special Meeting||
|Single Voting Class||
All nominees meet the New York Stock Exchange governance standards for director independence, except for Mr. Tilden, who is not independent due to his position as an executive officer.
|Nominee and Principal Occupation||Age||Director Since||Committee Membership|
|Patricia M. Bedient|
Former Executive Vice President,
The Weyerhaeuser Company
|63||2004||Lead Independent Director
Governance and Nominating
|Marion C. Blakey|
President and CEO, Rolls-Royce North America
Compensation and Leadership Development
|Phyllis J. Campbell|
Chairman, JPMorgan Chase & Co. Pacific Northwest Region
|65||2012||Governance and Nominating (Chair)|
|Dhiren R. Fonseca|
Partner, Certares LP
|Jessie J. Knight, Jr.|
Managing Director, Knight Angels Consulting LLC
|66||2002||Governance and Nominating
|Dennis F. Madsen|
Consultant and Former President and CEO, Recreational Equipment, Inc.
|68||2003||Compensation and Leadership Development
|Helvi K. Sandvik|
Consultant and Former President, NANA Development Corporation
|J. Kenneth Thompson|
President and CEO, Pacific Star Energy LLC
|65||1999||Compensation and Leadership Development (Chair)
|Bradley D. Tilden|
Chairman, President and CEO, Alaska Air Group, Inc.
|Eric K. Yeaman|
President and COO, First Hawaiian Bank
Executive Compensation Practices
Our executive compensation program is aligned with our business strategy and is designed to attract and retain top talent and reward the achievement of key business goals. The following practices ensure alignment of interests between stockholders and executives and are considered good governance by our Compensation and Leadership Development Committee and by the majority of our stockholders.
|Pay for Performance||
|"Say on Pay"||
|Stock Ownership Requirements||
|Independent Compensation Consultant||
|Hedging of Company Stock||
|Pledging of Company Stock||
|Severance Tax Gross-Ups||
|Repricing of Stock Options||