8-K

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

Exhibit 99.1 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

EX-99.1

Aug. 7, 2019    

Contact:     

Media Relations        

(206) 304-0008

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).

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XML

Cover	Aug. 07, 2019
Cover page.
Document Type	8-K
Document Period End Date	Aug. 07, 2019
Entity Registrant Name	ALASKA AIR GROUP, INC.
Entity Central Index Key	0000766421
Amendment Flag	false
Entity Incorporation, State or Country Code	DE
Entity File Number	1-8957
Entity Tax Identification Number	91-1292054
Title of 12(b) Security	Common stock, $0.01 par value
Security Exchange Name	NYSE
Trading Symbol	ALK
Entity Address, Address Line One	19300 International Boulevard
Entity Address, City or Town	Seattle
Entity Address, State or Province	WA
Entity Address, Postal Zip Code	98188
City Area Code	206
Local Phone Number	392-5040
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false