Alaska Air Group, Inc 8-K, filed May 10, 2022
Alaska Air Group, Inc. (ALK)
8-K
2022-05-10
For: 2022-05-05
View Original
Added on
April 11, 2026
About this 8-K
Alaska Air Group, Inc filed this 8-K on May 10, 2022, reporting on events of May 5, 2022.
Items reported
- Item 5.07: Shareholder vote results
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT PURSUANT
TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
(Date of earliest event reported)
(Exact Name of Registrant as Specified in Its Charter)
(State or Other Jurisdiction of Incorporation)
| (Commission File Number) | (IRS Employer Identification No.) | |||||||
| (Address of Principal Executive Offices) | (Zip Code) | |||||||||||||
(206 ) 392-5040
(Registrant's Telephone Number, Including Area Code)
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Ticker Symbol | Name of each exchange on which registered | ||||||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2).
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
This document is also available on our website at http://investor.alaskaair.com.
ITEM 5.07. Submission of Matters to a Vote of Security Holders.
(a) Alaska Air Group, Inc.'s (the "Company") Annual Meeting of Stockholders was held on May 5, 2022.
(b) At the Annual Meeting, all 13 director nominees were elected for one-year terms expiring on the date of the Annual Meeting in 2023. The results of the voting with respect to the election of directors were as follows:
Proposal 1. Election of nominees for the Board of Directors:
| Board Nominees | For | Against | Abstain | Broker Non Votes | |||||||||||||||||||
| Patricia M. Bedient | 80,870,933 | 3,230,825 | 181,907 | 16,983,518 | |||||||||||||||||||
| James A. Beer | 82,924,252 | 1,137,203 | 222,210 | 16,983,518 | |||||||||||||||||||
| Raymond L. Conner | 80,207,538 | 3,870,297 | 205,830 | 16,983,518 | |||||||||||||||||||
| Daniel K. Elwell | 83,423,396 | 640,051 | 220,218 | 16,983,518 | |||||||||||||||||||
| Dhiren R. Fonseca | 83,414,646 | 667,984 | 201,035 | 16,983,518 | |||||||||||||||||||
| Kathleen T. Hogan | 82,767,359 | 1,325,233 | 191,073 | 16,983,518 | |||||||||||||||||||
| Jesse J. Knight, Jr. | 83,161,494 | 910,100 | 212,071 | 16,983,518 | |||||||||||||||||||
| Susan J. Li | 83,385,103 | 686,956 | 211,606 | 16,983,518 | |||||||||||||||||||
| Adrienne R. Lofton | 83,734,564 | 344,230 | 204,871 | 16,983,518 | |||||||||||||||||||
| Benito Minicucci | 83,297,203 | 808,643 | 177,819 | 16,983,518 | |||||||||||||||||||
| Helvi K. Sandvik | 83,149,980 | 921,290 | 212,395 | 16,983,518 | |||||||||||||||||||
| J. Kenneth Thompson | 74,817,919 | 9,264,769 | 200,977 | 16,983,518 | |||||||||||||||||||
| Eric K. Yeaman | 82,874,606 | 1,191,651 | 217,408 | 16,983,518 | |||||||||||||||||||
The results of voting on Proposals 2 through 5 were as follows:
Proposal 2. A board proposal seeking an advisory vote to approve the compensation of the Company’s Named Executive Officers:
| Number of Votes | |||||
| For | 80,765,813 | ||||
| Against | 3,239,752 | ||||
| Abstain | 278,100 | ||||
| Broker Non-votes | 16,983,518 | ||||
Proposal 3. A board proposal seeking ratification of the appointment of KPMG LLP as the Company’s independent registered public accountants for fiscal year 2022:
| Number of Votes | |||||
| For | 99,700,999 | ||||
| Against | 1,309,498 | ||||
| Abstain | 256,686 | ||||
| Broker Non-votes | N/A | ||||
Proposal 4. A board proposal seeking the amendment and restatement of the Alaska Air Group, Inc. Employee Stock Purchase Plan:
| Number of Votes | |||||
| For | 82,247,621 | ||||
| Against | 1,864,311 | ||||
| Abstain | 171,733 | ||||
| Broker Non-votes | 16,983,518 | ||||
Proposal 5. A stockholder proposal seeking ratification of executive termination pay:
| Number of Votes | |||||
| For | 45,794,046 | ||||
| Against | 38,205,611 | ||||
| Abstain | 284,008 | ||||
| Broker Non-votes | 16,983,518 | ||||
Signatures
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
ALASKA AIR GROUP, INC.
Registrant
Date: May 10, 2022
/s/ Kyle B. Levine
Kyle B. Levine
Senior Vice President, Legal, General Counsel and Corporate Secretary