ALK 8-K Other Events 05212013


 


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

May 21, 2013
(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.)

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):

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 5.07.  Submission of Matters to a Vote of Security Holders

(a)
The Company's Annual Meeting of Stockholders was held on May 21, 2013.

(b)
At the Annual Meeting, all 11 directors were elected for one-year terms expiring on the date of the Annual Meeting in 2014.  The results of the voting in the election of directors were as follows:
 
Proposal 1.
Election of nominees for the Board of Directors: 
Board Nominees
 
For
 
Against
 
Abstain
 
Broker Non Votes
William S. Ayer
 
56,547,137
 
590,232

 
305,266

 
4,286,043

Patricia M. Bedient
 
56,976,607
 
157,391

 
308,637

 
4,286,043

Marion C. Blakey
 
57,071,926
 
62,652

 
308,057

 
4,286,043

Phyllis J. Campbell
 
56,615,469
 
520,803

 
306,363

 
4,286,043

Jessie J. Knight, Jr.
 
56,689,083
 
446,232

 
307,320

 
4,286,043

R. Marc Langland
 
56,502,178
 
633,077

 
307,380

 
4,286,043

Dennis F. Madsen
 
57,061,543
 
71,465

 
309,627

 
4,286,043

Byron I. Mallott
 
56,606,647
 
529,354

 
306,634

 
4,286,043

J. Kenneth Thompson
 
56,216,628
 
918,813

 
307,194

 
4,286,043

Bradley D. Tilden
 
56,701,073
 
435,381

 
306,181

 
4,286,043

Eric K. Yeaman
 
56,784,373
 
348,251

 
310,011

 
4,286,043


The results of voting on Proposals 2 through 4 were as follows:

Proposal 2.
A board proposal seeking ratification of the appointment of KPMG LLP as the Company's independent accountants for fiscal year 2013: 
 
Number of Votes

For
60,845,561

Against
548,601

Abstain
334,516

Broker Non-votes
0


Proposal 3.
A board proposal seeking an advisory vote to approve the compensation of the Company's Named Executive Officers:
 
Number of Votes

For
56,707,008

Against
371,918

Abstain
363,709

Broker Non-votes
4,286,043

 
 Proposal 4.
A stockholder proposal regarding limiting acceleration of executive equity awards in connection with a change of control. 
 
Number of Votes

For
23,412,085

Against
33,668,231

Abstain
362,319

Broker Non-votes
4,286,043







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: May 23, 2013
    
/s/ Keith Loveless                                                                                
Keith Loveless
Vice President/Legal & Corporate Affairs, General Counsel and Corporate Secretary