8-K - SKYW - Equibles

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) ofthe

Securities Exchange Act of 1934

Date of Report (date of earliest event reported): May 5, 2020

SKYWEST, INC.

(Exact Name of Registrant as Specified in its Charter)

Utah	0-14719	87-0292166
(State or other jurisdiction of	(Commission	(IRS Employer
incorporation or organization)	File Number)	Identification No.)
444 South River Road<br> St. George, Utah	84790
---	---
(Address of Principal Executive Offices)	(Zip Code)

Registrant’s Telephone Number, Including Area Code:

(435) 634-3200

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):

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 ($230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 ($240.12b-2 of this chapter).

Emerging growth company ¨

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. ¨

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class	Trading Symbol(s)	Name of Each Exchange on which Registered
Common Stock, No Par Value	SKYW	The Nasdaq Global Select Market

Item 5.07. Submission of Matters to a Vote of SecurityHolders.

On May 5, 2020, the Company held its annual meeting of shareholders in a virtual-only meeting format, at which the Company’s shareholders considered and voted on the items described below:

1.	The following persons were elected to serve as directors of the Company, each to serve until the<br>next annual meeting of shareholders and until his or her successor shall have been duly elected and qualified, based upon the following<br>votes:
Name of Nominee	Votes For		Votes Withheld		Broker Non-Votes
---	---	---	---	---	---	---
Jerry C. Atkin		42,015,719		1,094,829		3,125,066
W. Steve Albrecht		42,032,711		1,077,837		3,125,066
Russell A. Childs		42,463,882		646,666		3,125,066
Henry J. Eyring		41,851,635		1,258,913		3,125,066
Meredith S. Madden		42,870,609		239,939		3,125,066
Ronald J. Mittelstaedt		41,977,163		1,133,385		3,125,066
Andrew C. Roberts		42,821,999		288,549		3,125,066
Keith E. Smith		42,658,922		451,626		3,125,066
Steven F. Udvar-Hazy		31,809,773		11,300,775		3,125,066
James L. Welch		41,107,521		2,003,027		3,125,066
2.	The Company’s shareholders approved, on an advisory basis, the compensation of the Company’s<br>named executive officers, based upon the following votes:
---	---
Votes for approval	42,102,488
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Votes against	971,412
Abstentions	36,648
Broker Non-Votes	3,125,066
3.	The Company’s shareholders ratified the appointment of Ernst & Young LLP as the independent<br>registered public accounting firm of the Company for the fiscal year ending December 31, 2020, based upon the following votes:
---	---
Votes for approval	45,617,069
---	---
Votes against	607,398
Abstentions	11,147

SIGNATURE

Pursuant to the requirements of the Securities Exchange of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	SKYWEST, INC.
Dated: May 7, 2020	By	/s/ Eric J. Woodward
		Eric J. Woodward, Chief Accounting Officer