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
Date of Report (date of earliest event reported): November 16, 2015
SkyWest, Inc.
(Exact Name of Registrant as Specified in its Charter)
Utah |
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0-14719 |
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87-0292166 |
(State or other jurisdiction of |
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(Commission |
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(IRS Employer |
incorporation or organization) |
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File Number) |
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Identification No.) |
444 South River Road |
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St. George, Utah |
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84790 |
(Address of Principal Executive Offices) |
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(Zip Code) |
Registrants Telephone Number, Including Area Code:
(435) 634-3200
N/A
(Former name, former address, and formal fiscal year, 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))
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On November 16, 2015, SkyWest, Inc. (the Company) announced the appointment of Russell A. Chip Childs as Chief Executive Officer of the Company, and the election of Mr. Childs to the Companys board of directors (the Board). Mr. Childs will continue to serve as President of the Company. The Company also announced that Jerry C. Atkin, who has served as the Chief Executive Officer of the Company since 1975, will resign from and cease as Chief Executive Officer, but will continue to serve as a director and the Chairman of the Board. The Company expects that Mr. Childs appointment as Chief Executive Officer of the Company, Mr. Childs election to the Board, and Mr. Atkins resignation as Chief Executive Officer of the Company will all become effective January 1, 2016.
Mr. Childs, who is 47 years old, has been serving as President of the Company since May 12, 2014. Prior to his appointment as President of the Company, Mr. Childs served as the President and Chief Operating Officer of SkyWest Airlines, Inc., a wholly-owned subsidiary of the Company (Skywest Airlines) from April, 2007 until May 12, 2014, and as Vice President Controller and Senior Director/Controller of the Company from 2001 until April, 2007.
Mr. Childs compensation will not change in connection with the foregoing announcement; however, the Company anticipates that Mr. Childs compensation will be adjusted following the effective date of his appointment as the Chief Executive Officer of the Company in the ordinary course of the Boards review of the compensation of the Companys executive officers.
Item 7.01 Regulation FD Disclosure.
On November 16, 2015, the Company issued a press release announcing the leadership changes described above. A copy of that press release is attached to this Report as Exhibit 99.1.
SkyWest undertakes no duty or obligation to publicly update the information contained in this Report, although it may do so from time to time as it determines or believes is necessary. Any updates may be made through the filing of other reports with the U.S. Securities and Exchange Commission, through press releases, or by other means of public disclosure.
The information contained in this Report, and in the attached exhibits, is being furnished and shall not be deemed filed for purposes of the Securities Exchange Act of 1934, as amended (the Exchange Act), and is not deemed incorporated by reference by any general statements incorporating by reference this Report or future filings into any filings under the Securities Act of 1933, as amended, or the Exchange Act, except to the extent that SkyWest specifically incorporates the information by reference. By filing this Report and furnishing this information, SkyWest makes no admission or statement as to the materiality of any information in this Report or in the attached exhibits that is required to be disclosed solely by reason of Regulation FD.
Forward-Looking Statements
In addition to historical information, this Report (and the attached exhibit) may contain forward-looking statements. The Company may, from time to time, make written or oral forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements encompass the Companys beliefs, expectations, hopes or intentions regarding future events. Words such as forecasts, expects, intends, believes, anticipates, estimates, should, likely and similar
expressions identify forward-looking statements. All forward-looking statements included in this Report are made as of the date hereof and are based on information available to the Company as of such date. The actual timing and events related to the anticipated appointment of Mr. Childs, the anticipated resignation of Mr. Atkin, and the anticipated review and adjustment of Mr. Childs compensation, may vary from the information set forth in this Report for various reasons. The Company assumes no obligation to update any forward-looking statement. Readers should note that many factors could affect the future operating and financial results of the Company, SkyWest Airlines or ExpressJet Airlines, Inc. and could cause actual results to vary materially from those expressed in forward-looking statements set forth in this Report.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
99.1 Press Release, entitled Chip Childs to Succeed Jerry Atkins as SkyWest, Inc. CEO, Effective January 1, 2016, issued by the Company, dated November 16, 2015.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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SkyWest, Inc. | |
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Dated: November 17, 2015 |
By |
/s/ Eric J. Woodward |
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Eric J. Woodward, Chief Accounting Officer |
Exhibit 99.1
Contact:
Media Relations
435.634.3553
Investor Relations
435.634.3203
FOR IMMEDIATE RELEASE
Chip Childs to Succeed Jerry Atkin as SkyWest, Inc. CEO, Effective January 1, 2016
SAINT GEORGE, UTAH Nov. 16, 2015 SkyWest, Inc. (NASDAQ: SKYW) today announced that Chip Childs, the companys current President, will succeed Jerry Atkin as Chief Executive Officer, effective January 1, 2016. Childs was also elected to the SkyWest, Inc. Board of Directors, effective January 1, 2016. Atkin will continue actively serving the company as SkyWest, Inc. Chairman of the Board.
Steven Udvar-Hazy, Lead Director of the SkyWest, Inc. Board of Directors, said, On behalf of the Board of Directors, I would like to congratulate Chip on this appointment and thank Jerry for his outstanding contributions to SkyWest for more than 41 years. Jerrys inspired leadership helped make SkyWest what it is today: an industry leader. Chip is an exceptionally talented executive who understands SkyWests unique culture and has driven continued progress at the Company. During his time as President and in his leadership in the airlines operations, Chip has proven he is the right leader to take SkyWest into the future.
Atkin said, Leading this company for over 41 years has been the experience of a lifetime. We set out to do something a little better and a little different than everyone else, and through our commitment to that goal, SkyWest and its people have succeeded immeasurably. My decision to move on from the CEO role was ultimately determined by the strong state of the company and my confidence in Chips leadership. I want to thank Chip and all of the leaders of SkyWest, Inc. and our two airline companies. Their engagement and dedication will ensure that SkyWests best days lie ahead.
Childs said, Jerry is an icon at SkyWest and across the industry, and Im humbled and honored to succeed him as SkyWest, Inc.s CEO. I firmly believe in our mission to be the airline, employer and investment of choice, and will continue to nurture that culture as CEO. The regional airline industry is incredibly competitive, but I believe that as we maintain our focus on our operation, our people and our customers, we will continue to grow profitably and create value for all of our stakeholders. Our collective commitment to these values is essential to the long-term future of this outstanding company.
Childs was named President of SkyWest, Inc. in 2014 and is responsible for the holding companys operating entities and all commercial activities. He joined SkyWest in 2001
and became Vice President Controller later that year. He served as SkyWest Airlines President and Chief Operating Officer from 2007 to 2014. Childs earned his bachelors degree in Economics and masters degree in Accounting from Brigham Young University. He resides in St. George, Utah with his wife Jennifer. They have three sons and a daughter.
About SkyWest, Inc.
SkyWest, Inc. was named one of Americas Best Employers by Forbes in 2015 and was Air Transport Worlds Regional Airline of the Year in 2014. SkyWest, Inc. is the holding company for two scheduled passenger airline operations and an aircraft leasing company and is headquartered in St. George, Utah. SkyWests airline companies provide commercial air service in cities across the United States, Canada, Mexico and the Caribbean with more than 3,200 daily flights and a fleet of 664 aircraft. SkyWest Airlines operates through partnerships with United Airlines, Delta Air Lines, American Airlines and Alaska Airlines. ExpressJet Airlines operates through partnerships with United Airlines, Delta Air Lines and American Airlines. SkyWest is headquartered in St. George, Utah, and continues to set the standard for excellence in the regional industry with unmatched value for customers, shareholders and its nearly 20,000 employees.
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