SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
LEVINE KYLE B
(Last) (First) (Middle)
ALASKA AIR GROUP, INC.
19300 INTERNATIONAL BLVD
(Street)
SEATTLE WA 98188
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
ALASKA AIR GROUP, INC. [ ALK ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
SVP LEGAL & GEN COUNSEL
3. Date of Earliest Transaction (Month/Day/Year)
05/02/2023
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Rule 10b5-1(c) Transaction Indication

  
 Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
COMMON STOCK 05/02/2023 A 423 A(1) $0 12,244 D
COMMON STOCK 05/02/2023 F 104 D(2) $43.37 12,140 D
COMMON STOCK 05/02/2023 M 2,060 A $0(3) 14,200 D
COMMON STOCK 05/02/2023 F 502 D(4) $43.37 13,755(5) D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
RESTRICTED STOCK UNITS $0.0(3) 05/02/2023 A 2,060 05/02/2023 05/02/2023 COMMON STOCK 2,060 $0 2,060 D
RESTRICTED STOCK UNITS $0.0(3) 05/02/2023 M 2,060 05/02/2023 05/02/2023 COMMON STOCK 2,060 $0 0 D
RESTRICTED STOCK UNITS $0.0(3) 05/02/2023 A 2,900 02/09/2024 02/09/2024 COMMON STOCK 2,900 $0 2,900 D
RESTRICTED STOCK UNITS $0.0(3) 05/02/2023 A 3,250 02/07/2025 02/07/2025 COMMON STOCK 3,250 $0 3,250 D
EMPLOYEE STOCK OPTION (RIGHT TO BUY) $55.74 05/02/2023 A 5,445 (6) 05/02/2033 COMMON STOCK 5,445 $0 5,445 D
EMPLOYEE STOCK OPTION (RIGHT TO BUY) $55.36 05/02/2023 A 485 (7) 05/02/2033 COMMON STOCK 485 $0 485 D
RESTRICTED STOCK UNITS $0.0(3) 05/04/2023 A 7,740 05/04/2026 05/04/2026 COMMON STOCK 7,740 $0 7,740 D
Explanation of Responses:
1. The acquisition resulted from the vesting of Performance Stock Units (PSUs) pursuant to the attainment of certain performance goals over a three-year period ending December 31, 2022, in accordance with the terms of a PSU award agreement granted under the Issuer's 2016 Performance Incentive Plan and per approval by the Board's Compensation Committee.
2. The shares withheld were an exempt disposition to the Issuer under Rule 16b-3(e) to satisfy tax withholding obligations arising out of the vesting of PSUs and settled with shares by the reporting person.
3. Each restricted stock unit represents a contingent right to receive one share of ALK common stock.
4. The shares withheld were an exempt disposition to the Issuer under Rule 16b-3(e) to satisfy tax withholding obligations arising out of the vesting of RSUs and settled with shares by the reporting person.
5. Includes 57 shares acquired under the Alaska Air Group, Inc. Employee Stock Purchase Plan on April 30, 2023, in transactions that were exempt under both Rule 16b-3(d) and Rule 16b-3(c).
6. The option vests as to 1,815 shares on May 2, 2023; as to 1,815 shares on February 9, 2024, and as to 1,815 shares on February 9, 2025.
7. The option vests as to 363 shares on February 7, 2025, and as to 122 shares on February 7, 2026.
Remarks:
/s/ Howard Kuppler, power of attorney 05/04/2023
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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