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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

May 15, 2019
(Date of earliest event reported)

ALASKA AIR GROUP, INC.
(Exact Name of Registrant as Specified in Its Charter)

Delaware
(State or Other Jurisdiction of Incorporation)

1-8957
 
91-1292054
(Commission File Number)
 
(IRS Employer Identification No.)

19300 International Boulevard, Seattle, Washington
 
98188
(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):

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

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

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

o      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 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2).

o  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. o





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 9, 2019.

(b)
At the Annual Meeting, all 11 director nominees were elected for one-year terms expiring on the date of the Annual Meeting in 2020.  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
91,960,634

 
2,132,270

 
92,663

 
17,615,302

James A. Beer
93,007,253

 
1,072,343

 
105,971

 
17,615,302

Marion C. Blakey
93,303,204

 
777,252

 
105,111

 
17,615,302

Phyllis J. Campbell
91,908,747

 
2,183,652

 
93,168

 
17,615,302

Raymond L. Conner
93,716,599

 
361,071

 
107,897

 
17,615,302

Dhiren R. Fonseca
93,822,897

 
252,515

 
110,155

 
17,615,302

Susan J. Li
93,847,824

 
242,693

 
95,050

 
17,615,302

Helvi K. Sandvik
93,742,418

 
336,292

 
106,857

 
17,615,302

J. Kenneth Thompson
91,531,299

 
2,543,304

 
110,964

 
17,615,302

Bradley D. Tilden
92,789,141

 
1,291,462

 
104,964

 
17,615,302

Eric K. Yeaman
74,479,508

 
19,534,469

 
171,590

 
17,615,302


The results of voting on Proposals 2 through 6 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
91,274,857

Against
2,646,126

Abstain
264,584

Broker Non-votes
17,615,302


Proposal 3.  A board proposal seeking ratification of the appointment of KPMG LLP as the Company’s independent registered public accountants for fiscal year 2019:
 
Number of Votes

For
110,362,130

Against
1,079,212

Abstain
359,527

Broker Non-votes
N/A


Proposal 4.  A board proposal seeking the approval of the amendment of the Alaska Air Group, Inc. Employee Stock Purchase Plan:
 
Number of Votes

For
93,451,474

Against
591,050

Abstain
143,043

Broker Non-votes
17,615,302


Proposal 5.  A stockholder proposal regarding disclosure of political spending:




 
Number of Votes

For
40,659,709

Against
52,877,617

Abstain
648,241

Broker Non-votes
17,615,302


Proposal 6.  A stockholder proposal regarding proxy access bylaws:
 
Number of Votes

For
29,537,630

Against
64,307,003

Abstain
340,934

Broker Non-votes
17,615,302


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 15, 2019

/s/ Kyle B. Levine    
Kyle B. Levine
Vice President Legal, General Counsel and Corporate Secretary