Securities Ownership

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Securities Ownership

Securities Ownership of Certain Beneficial Owners and Management

Securities Ownership of Management

This table below shows how much Alaska Air Group common stock is owned as of March 15, 2019, by each director and nominee, each of the Company’s Named Executive Officers, and all Company directors and executive officers as a group. Except as otherwise indicated and subject to applicable community property laws, the persons named in the table below have sole voting and investment power with respect to all shares of common stock beneficially owned.

*Less than 1%

(1)

Consists of the aggregate total of shares of common stock held by the reporting person either directly or indirectly, including 401(k) Plan holdings.

The number of shares of common stock owned and total beneficial ownership by Mr. Minicucci also includes 260 shares of common stock payable for restricted stock units scheduled to vest within 60 days of the record date.  


The number of shares of common stock owned and total shares beneficially owned reported for non-employee directors also include underlying common shares to be issued upon the director’s resignation from the Board in connection with deferred stock units granted as part of their annual compensation. The aggregate number of deferred stock units granted to date: Ms. Bedient, 22,914; Mr. Beer, 1,589; Ms. Blakey, 10,846; Ms. Campbell, 21,344; Ms. Sandvik, 5,122; Mr. Thompson, 21,344; and Mr. Yeaman, 2,690.

(2)

Total beneficial ownership is determined in accordance with the rules of the SEC and represents the sum of the Number of Shares of Common Stock Owned and Options Exercisable within 60 Days columns. This table excludes shares of common stock payable upon vesting of PSUs, none of which will vest within 60 days following the record date, and which are described in the 2018 Grants of Plan Based Awards table.

(3)

We determined applicable percentage ownership based on 123,612,625 shares of the Company’s common stock outstanding as of March 15, 2019.

(4)

Mr. Tilden’s total common shares include 7,462 shares held in a Grantor Retained Annuity Trust (GRAT) for which he is the sole trustee and beneficiary.

More Than 5% Beneficial Owners

The table below identifies those persons known by us to have beneficial ownership of more than 5% of the Company’s outstanding common stock, as of March 15, 2019.

(1)

We determine applicable percentage ownership based on more than 123,612,625 shares of the Company’s common stock outstanding as of March 15, 2019.

(2)

A Schedule 13G/A filed on February 11, 2019 by The Vanguard Group reported sole voting power over 106,091 shares, sole dispositive power over 12,598,858 shares and shared dispositive power over 105,424 shares.

(3)

A Schedule 13G/A filed on February 14, 2019 by T. Rowe Price Associates, Inc. reported sole voting power over 4,697,998 shares and sole dispositive power over 11,355,752 shares.

(4)

A Schedule 13G/A filed on February 4, 2019 by BlackRock, Inc. reported sole voting power over 6,432,612 shares and sole dispositive power over 7,031,099 shares.

Section 16(a) Beneficial Ownership Reporting Compliance

Section 16(a) of the Exchange Act requires the Company’s directors and certain of its officers to send reports of their ownership of Company common stock and changes in such ownership to the SEC and the NYSE. The Company assists its directors and officers by preparing forms for filing. SEC regulations also require the Company to identify in this Proxy Statement any person subject to this requirement who failed to file a report on a timely basis. Based on a review of copies of reports furnished to the Company and written representations that no other reports were required, the Company believes that everyone subject to Section 16(a) filed the required reports on a timely basis during 2018.  

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