Document
false0000766421 0000766421 2019-08-07 2019-08-07


 


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

August 7, 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.)
Title of each class
Name of each exchange on which registered
Ticker Symbol
Common stock, $0.01 par value
New York Stock Exchange
ALK
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):

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

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.

This document is also available on our website at http://investor.alaskaair.com.





ITEM 5.02.  Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On August 7, 2019, the Board of Directors of Alaska Air Group, Inc. (the “Company”) made the following appointment, effective immediately:

Kathleen Hogan, Chief People Officer and Executive Vice President, Human Resources at Microsoft, was appointed to the Company’s and its subsidiaries’ boards of directors. Hogan was also appointed to the Compensation and Leadership Development Committee of the Company’s Board of Directors. Hogan will participate in the current director compensation arrangements applicable to non-employee directors. Under the terms of those arrangements, Hogan received a prorated annual cash retainer of $56,510 for service on the Company’s board for the period until the Company’s next annual meeting of stockholders. In addition, under the Company’s 2016 Performance Incentive Plan, Hogan received a grant of Alaska Air Group, Inc. common shares, determined by dividing the grant value ($75,340) by the closing price of the Company’s common stock on August 7, 2019.

In connection with Ms. Hogan’s appointment, the number of seats on the Company’s and its subsidiaries’ boards of directors was increased by actions of each board from 11 to 12.

ITEM 7.01.  Regulation FD Disclosure

On August 7, 2019, the Company issued a press release announcing the appointment of Kathleen Hogan to the Company's board of directors. The press release is furnished as Exhibit 99.1.

ITEM 9.01  Financial Statements and Other Exhibits
 
Press release dated August 7, 2019

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: August 7, 2019

/s/ KYLE B. LEVINE                                                                             
Kyle B. Levine
Vice President, Legal and General Counsel



Exhibit
https://cdn.kscope.io/2203b0b553562a20b97171bc3e5606d8-ex991aagpressreleaseimage1.jpg



Aug. 7, 2019    
            
Contact:     
Media Relations        
(206) 304-0008
newsroom@alaskaair.com


Microsoft executive Kathleen Hogan brings
technology and people experience to Alaska Airlines

SEATTLE — Alaska Air Group announced today the appointment of Kathleen Hogan to the company’s board of directors. Hogan is the chief people officer and executive vice president of human resources at Microsoft. At Microsoft, Hogan focuses on making the technology company an exceptional place to work, and ensures the company is creating a culture that attracts and inspires the world’s most passionate talent. Her appointment, which begins immediately, affirms Alaska Airlines’ commitment to its people, as well as its focus on innovation and technology.

“We’re delighted to welcome an additional voice who will provide tremendous expertise and knowledge about leadership development and culture to Air Group,” said Phyllis Campbell, chair of the Board’s Governance and Nominating Committee.

Alaska Air Group Chairman and CEO Brad Tilden added, “Kathleen is a dedicated leader at Microsoft, committed to empowering more than 140,000 employees around the world. We’re looking forward to her guidance and innovative thoughts as we chart our future as a growing company.”

Hogan previously served as corporate vice president of Microsoft Services, a team dedicated to helping businesses and consumers maximize the value of their investment in Microsoft technologies. Prior to joining Microsoft in 2003, Hogan was a partner at McKinsey & Co. and a development manager at Oracle Corp.

Hogan earned her bachelor’s degree in applied mathematics and economics from Harvard University, magna cum laude, and holds an M.B.A. from Stanford University. She sits on the





board of directors of the National Center for Women & Information Technology and led the finance committee for the Puget Sound affiliate of Susan G. Komen for the Cure.

Alaska Air Group continues to be recognized for the diversity of its board. With Hogan’s appointment, women now hold over 50% of the 11 independent director seats. Alaska Air Group directors serve one-year terms upon election at the Company’s annual meeting of stockholders.

Alaska Airlines and its regional partners fly 46 million guests a year to more than 115 destinations with an average of 1,200 daily flights across the United States and to Mexico, Canada and Costa Rica. Alaska Airlines ranked "Highest in Customer Satisfaction Among Traditional Carriers in North America" in the J.D. Power North America Airline Satisfaction Study for 12 consecutive years from 2008 to 2019. Learn about Alaska's award-winning service at newsroom.alaskaair.com and blog.alaskaair.com. Alaska Airlines and Horizon Air are subsidiaries of Alaska Air Group (NYSE: ALK).

# # #