XML 16 R2.htm IDEA: XBRL DOCUMENT v3.25.1
Pay vs Performance Disclosure - USD ($)
12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Pay vs Performance Disclosure        
Pay vs Performance Disclosure, Table
Year
Summary Compensation Table Total for PEO(1)
($)
Compensation Actually Paid to PEO(1)(3)
($)
Average Summary Compensation Table Total for Non-PEO NEOs(2)
($)
Average Compensation Actually Paid to Non-PEO NEOs(2)(3)
($)
Value of Initial Fixed $100 Investment Based on:
Net Income (Loss)
(millions)
($)
Adjusted Pre-Tax Margin(5)
($)
Total Stockholder Return (“TSR”)
($)
Peer Group TSR(4)
($)
20241,443,4693,077,6331,552,3552,177,6293863851%
20238,582,7037,693,6353,067,7683,246,6092963(11)1%
20223,747,4162,548,6081,794,2581,419,0355449(37)(1)%
20213,598,2104,372,0501,412,6151,685,2417276(102)(20)%
     
Named Executive Officers, Footnote The Principal Executive Officer (“PEO”) in fiscal years 2024, 2023, 2022 and 2021 is Barry L. Biffle.The NEOs included in the calculation of average NEO compensation in the respective fiscal years are as follows:
2024: Mark C. Mitchell, James G. Dempsey, Howard M. Diamond, Alexandre Clerc and Robert A. Schroeter.
2023: James G. Dempsey, Howard M. Diamond, Mark C. Mitchell, Trevor J. Stedke, and Rajat Khanna.
2022: James G. Dempsey, Craig R. Maccubbin, Trevor J. Stedke, and Jake F. Filene.
2021: James G. Dempsey, Howard M. Diamond, Craig R. Maccubbin, and Jake F. Filene
     
Peer Group Issuers, Footnote For the relevant fiscal year, represents the cumulative TSR (the “Peer Group TSR”) of the NYSE ARCA Airline Index (XAL) (the “Peer Group”).      
PEO Total Compensation Amount $ 1,443,469 $ 8,582,703 $ 3,747,416 $ 3,598,210
PEO Actually Paid Compensation Amount $ 3,077,633 7,693,635 2,548,608 4,372,050
Adjustment To PEO Compensation, Footnote Fair value or change in fair value, as applicable, of equity awards in the “Compensation Actually Paid” columns was determined by reference to (i) for RSU awards, the closing price per share on the applicable year-end date(s) or, in the case of vesting dates, the closing price per share on the applicable date(s); and (ii) for stock options, a Black-Scholes value as of the applicable year-end or vesting date(s), determined based on the same methodology as used to determine grant date fair value but using the closing stock price on the applicable revaluation date as the current market price and with an expected life equal to the original ratio of expected life relative to the ten-year contractual life multiplied times the remaining life as of the applicable revaluation date, and in all cases based on volatility and risk free rates determined as of the revaluation date based on the expected life period and based on an expected dividend rate of 0%.
Compensation actually paid (“CAP”) to our NEOs represents the “Total” compensation reported in the Summary Compensation Table for the applicable fiscal year, adjusted as follows:
Adjustments2024
PEOAverage Non-PEO NEOs
Deduction for “Stock Awards” in the Summary Compensation Table for Applicable Fiscal Year
(715,001)
Deduction for “Option Awards” in the Summary Compensation Table for Applicable Fiscal Year
Increase Based on ASC 718 Fair Value of Awards Granted during Applicable Fiscal Year that Remain Unvested
916,058
Increase Based on ASC 718 Fair Value of Awards Granted during Applicable Fiscal Year that Vested during Applicable Fiscal Year, Determined as of Vesting Date
Increase/deduction for Awards Granted during Prior Fiscal Years that were Outstanding and Unvested as of Applicable Fiscal Year, Determined Based on Change in ASC 718 Fair Value from Prior Fiscal Year End to Applicable Fiscal Year End
1,092,458300,276
Increase/deduction for Awards Granted during Prior Fiscal Years that Vested During Applicable Fiscal Year, Determined Based on Change in ASC 718 Fair Value from Prior Fiscal Year End to Vesting Date
541,706123,941
Increase Based on Dividends or Other Earnings on Stock Awards Paid during Applicable Fiscal Year
Deduction of ASC 718 Fair Value of Awards Granted during Prior Fiscal Year that were Forfeited during Applicable Fiscal Year, Determined as of Prior Fiscal Year End
Increase/deduction Based on Incremental ASC 718 Fair Value of Options during Applicable Fiscal Year
Total Adjustments
$1,634,164$625,274
     
Non-PEO NEO Average Total Compensation Amount $ 1,552,355 3,067,768 1,794,258 1,412,615
Non-PEO NEO Average Compensation Actually Paid Amount $ 2,177,629 3,246,609 1,419,035 1,685,241
Adjustment to Non-PEO NEO Compensation Footnote Fair value or change in fair value, as applicable, of equity awards in the “Compensation Actually Paid” columns was determined by reference to (i) for RSU awards, the closing price per share on the applicable year-end date(s) or, in the case of vesting dates, the closing price per share on the applicable date(s); and (ii) for stock options, a Black-Scholes value as of the applicable year-end or vesting date(s), determined based on the same methodology as used to determine grant date fair value but using the closing stock price on the applicable revaluation date as the current market price and with an expected life equal to the original ratio of expected life relative to the ten-year contractual life multiplied times the remaining life as of the applicable revaluation date, and in all cases based on volatility and risk free rates determined as of the revaluation date based on the expected life period and based on an expected dividend rate of 0%.      
Compensation Actually Paid vs. Total Shareholder Return
4149
     
Compensation Actually Paid vs. Net Income
4309
     
Compensation Actually Paid vs. Company Selected Measure
4481
     
Tabular List, Table Adjusted Pre-Tax Margin (non-GAAP);
Year-end Net Cash; and
Adjusted CASM ex-fuel (SLA 1,000 miles) (non-GAAP)
     
Total Shareholder Return Amount $ 38 29 54 72
Peer Group Total Shareholder Return Amount 63 63 49 76
Net Income (Loss) $ 85,000,000 $ (11,000,000) $ (37,000,000) $ (102,000,000)
Company Selected Measure Amount 0.01 0.01 (0.01) (0.20)
PEO Name Barry L. Biffle      
Additional 402(v) Disclosure
Pay Versus Performance
Pay Versus Performance Tables
The following table sets forth information concerning the compensation of our NEOs for each of the fiscal years ended December 31, 2024, 2023, 2022 and 2021, and our financial performance for each such fiscal year:
Narrative Disclosures to Pay Versus Performance Table
The graphs below compare the CAP to our PEO and the average of the CAP to our non-PEO NEOs, with (i) our cumulative TSR and our Peer Group TSR, (ii) our net income (loss), and (iii) our Adjusted Pre-Tax Margin, in each case, for the fiscal years ended December 31, 2024, 2023, 2022 and 2021.
TSR amounts reported in the graph assume an initial fixed investment of $100 as of April 1, 2021, the date of our initial public offering, and that all dividends, if any, were reinvested.
Compensation Actually Paid and Company and Peer Group Cumulative TSR
The chart below compares the CAP to our PEO and the average of our non-PEO NEOs with our cumulative TSR and our Peer Group TSR.
Compensation Actually Paid and Net Income (Loss)
The chart below compares the CAP to our PEO and the average of our non-PEO NEOs with our net income (loss).
Compensation Actually Paid and Adjusted Pre-Tax Margin
The chart below compares the CAP to our PEO and the average of our non-PEO NEOs with our Adjusted Pre-Tax Margin.
Financial Performance Measures
We believe the following performance measures represent the most important financial performance measures used by us to link compensation actually paid to our PEO and non-PEO NEOs for the fiscal year ended December 31, 2024:
Our annual incentives also include operational goals that are inclusive of the following metrics: Aircraft Availability at Start of Day, Controllable Turn Performance, DOT Mishandled Bag Rate (Industry Rank), and Head Start On-Time Percentage.
For additional details regarding our most important financial performance measures, please see “Compensation Discussion and Analysis—Performance-Based Cash Incentives.
     
Measure:: 1        
Pay vs Performance Disclosure        
Name Adjusted Pre-Tax Margin (non-GAAP)      
Non-GAAP Measure Description Adjusted Pre-Tax Margin is a non-GAAP measure and represents adjusted pre-tax income (loss), a non-GAAP measure, divided by revenues, a GAAP measure. Adjusted pre-tax income (loss) represents pre-tax income (loss), a GAAP measure, adjusted for special items. The sum of these non-GAAP adjustments is referred to as the “pre-tax impact.” See Appendix A for a reconciliation of adjusted pre-tax income (loss) to the corresponding GAAP measure. While we use numerous financial and non-financial performance measures to evaluate performance under our compensation programs, Adjusted Pre-Tax Margin is the financial performance measure that, in our assessment, represents the most important performance measure (that is not otherwise required to be disclosed in the table) used to link CAP to our NEOs to our performance. We believe it is a useful indicator to compare the profitability of our business against industry peers of different sizes and derivations of pre-tax income (loss) are well-recognized performance measurements in the airline industry that are frequently used by our management, as well as by investors. Adjusted Pre-Tax Margin is not determined in accordance with GAAP, may not be comparable across all carriers, and should not be considered in isolation or as a substitute for performance measures calculated in accordance with GAAP.      
Measure:: 2        
Pay vs Performance Disclosure        
Name Year-end Net Cash      
Measure:: 3        
Pay vs Performance Disclosure        
Name Adjusted CASM ex-fuel (SLA 1,000 miles) (non-GAAP)      
PEO        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount $ 1,634,164      
PEO | Deduction for “Stock Awards” in the Summary Compensation Table for Applicable FY [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 0      
PEO | Deduction for “Option Awards” in the Summary Compensation Table for Applicable FY [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 0      
PEO | Increase Based On Fair Value Of Awards Granted During Applicable Fiscal Year That Remained Unvested During Applicable Fiscal Year [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 0      
PEO | Increase Based On Fair Value Of Awards Granted During Applicable Fiscal Year That Vested During Applicable Fiscal Year [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 0      
PEO | Deduction For Awards Granted During Prior Fiscal Year That Were Outstanding And Unvested As Of Applicable Fiscal Year End [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 1,092,458      
PEO | Increase/Deduction For Awards Granted During Prior Fiscal Year That Vested During Applicable Fiscal Year [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 541,706      
PEO | Increase based on Dividends Paid during the Applicable FY [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 0      
PEO | Deduction Of Fair Value Of Awards Granted During Prior Fiscal Year That Were Forfeited During Applicable Fiscal Year [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 0      
PEO | Increase Based On Incremental Fair Value Of Options During Applicable Fiscal Year [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 0      
Non-PEO NEO        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 625,274      
Non-PEO NEO | Deduction for “Stock Awards” in the Summary Compensation Table for Applicable FY [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount (715,001)      
Non-PEO NEO | Deduction for “Option Awards” in the Summary Compensation Table for Applicable FY [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 0      
Non-PEO NEO | Increase Based On Fair Value Of Awards Granted During Applicable Fiscal Year That Remained Unvested During Applicable Fiscal Year [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 916,058      
Non-PEO NEO | Increase Based On Fair Value Of Awards Granted During Applicable Fiscal Year That Vested During Applicable Fiscal Year [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 0      
Non-PEO NEO | Deduction For Awards Granted During Prior Fiscal Year That Were Outstanding And Unvested As Of Applicable Fiscal Year End [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 300,276      
Non-PEO NEO | Increase/Deduction For Awards Granted During Prior Fiscal Year That Vested During Applicable Fiscal Year [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 123,941      
Non-PEO NEO | Increase based on Dividends Paid during the Applicable FY [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 0      
Non-PEO NEO | Deduction Of Fair Value Of Awards Granted During Prior Fiscal Year That Were Forfeited During Applicable Fiscal Year [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 0      
Non-PEO NEO | Increase Based On Incremental Fair Value Of Options During Applicable Fiscal Year [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount $ 0