0001158463-13-000037.txt : 20130514 0001158463-13-000037.hdr.sgml : 20130514 20130514154512 ACCESSION NUMBER: 0001158463-13-000037 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20130509 ITEM INFORMATION: Submission of Matters to a Vote of Security Holders ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20130514 DATE AS OF CHANGE: 20130514 FILER: COMPANY DATA: COMPANY CONFORMED NAME: JETBLUE AIRWAYS CORP CENTRAL INDEX KEY: 0001158463 STANDARD INDUSTRIAL CLASSIFICATION: AIR TRANSPORTATION, SCHEDULED [4512] IRS NUMBER: 870617894 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-49728 FILM NUMBER: 13841381 BUSINESS ADDRESS: STREET 1: 27-01 QUEENS PLAZA NORTH CITY: LONG ISLAND CITY STATE: NY ZIP: 11101 BUSINESS PHONE: 7182867900 MAIL ADDRESS: STREET 1: 27-01 QUEENS PLAZA NORTH CITY: LONG ISLAND CITY STATE: NY ZIP: 11101 8-K 1 a2013ams8-kmayprasm.htm 8-K 2013 AMS 8-K/May PRASM


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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): May 9, 2012
JETBLUE AIRWAYS CORPORATION
(Exact name of registrant as specified in its charter)
Delaware
(State of Other Jurisdiction of Incorporation)
 
 
 
000-49728
(Commission File Number)
 
87-0617894
(I.R.S. Employer Identification No.)
 
 
 
27-01 Queens Plaza North, Long Island City, New York
(Address of principal executive offices)
 
11101
(Zip Code)
(718) 286-7900
(Registrant's telephone number, including area code)
 
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))
 
 
 









Item 5.07. Submission of Matters to a Vote of Security Holders.

On May 9, 2013, at our 2013 Annual Meeting of Stockholders, the stockholders of the Company voted on four items:

1.
To elect twelve directors nominated by the Board of Directors to serve until the 2014 annual meeting of stockholders;
2.
To ratify the selection of Ernst & Young LLP (E&Y) as JetBlue's independent registered public accounting firm for the fiscal year ending December 31, 2013;
3.
To approve an amendment to the JetBlue Airways Corporation 2011 Crewmember Stock Purchase Plan to change the purchase price formula; and
4.
To seek approval, on an advisory basis, of the compensation of JetBlue's named executive officers.
 

The voting results are as follows:


1.
The nominees for director received the following votes:


Name
FOR
WITHHELD
ABSTAIN
BROKER NON-VOTES
David Barger
232,695,401
792,372
353,925
30,393,462
Jens Bischof
232,345,021
913,166
583,511
30,393,462
Peter Boneparth
232,797,191
644,549
399,958
30,393,462
David Checketts
107,036,968
116,036,942
10,797,788
30,393,462
Virginia Gambale
232,839,673
615,850
386,175
30,393,462
Stephan Gemkow
190,982,919
42,471,976
386,803
30,393,462
Ellen Jewett
232,837,963
626,720
377,015
30,393,462
Stanley McChrystal
232,769,204
715,749
356,745
30,393,462
Joel Peterson
232,569,736
870,121
401,841
30,393,462
Ann Rhoades
232,552,343
931,178
358,177
30,393,462
Frank Sica
232,360,136
1,101,890
379,672
30,393,462
Thomas Winkelmann
232,419,972
1,035,372
386,354
30,393,462
















2.
The proposal to ratify the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2013 was approved based on the following votes received:


For
262,365,577

Against
1,421,542

Abstentions
448,041

Broker non-votes




3.
The proposal to approve an amendment to the JetBlue Airways Corporation 2011 Crewmember Stock Purchase Plan to change the purchase price formula was approved based on the following votes received:

For
232,879,527

Against
625,566

Abstentions
336,605

Broker non-votes
30,393,462




4.
The proposal to approve, on an advisory basis, the compensation of the Company's named executive officers was approved based upon the following votes received:

For
231,928,888

Against
1,523,736

Abstentions
389,074

Broker non-votes
30,393,462


Item 7.01.
Regulation FD Disclosure
 
JetBlue Airways Corporation issued a press release on May 10, 2013 reporting April 2013 traffic results and including guidance for preliminary passenger revenue for available seat miles for the month of May 2013.  A copy of the press release is furnished as Exhibit 99.1.

Item 9.01       Financial Statements and Exhibits.

(d)  Exhibits.
 
Exhibit 99.1
 
Press Release dated May 10, 2013 titled “JetBlue Airways Reports April Traffic”*
*    Furnished herewith.








SIGNATURE
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.
  
 
 
JETBLUE AIRWAYS CORPORATION
(Registrant)
 
 
 
Date: May 14, 2013
 
By: 
/s/ DONALD DANIELS
 
 
 
Vice President, Controller and Chief Accounting Officer
(principal accounting officer)








EX-99.1 2 april2013trafficrelease.htm APRIL TRAFFIC RELEASE April 2013 traffic release




FOR IMMEDIATE RELEASE    
CONTACTS:
Investor Relations
(718) 709-2202
ir@jetblue.com

Corporate Communications
(718) 709-3089
CorporateCommunications@jetblue.com


JETBLUE AIRWAYS REPORTS APRIL TRAFFIC

NEW YORK (May 10, 2013) -- JetBlue Airways Corporation [NASDAQ: JBLU] reported its preliminary traffic results for April 2013. Traffic in April increased 4.7 percent from April 2012, on a capacity increase of 6.5 percent.
Load factor for April 2013 was 83.7 percent, a decrease of 1.5 points from April 2012. JetBlue's preliminary completion factor was 99.2 percent and its on-time (1) performance was 71.8 percent. JetBlue's preliminary passenger revenue per available seat mile (PRASM) for the month of April decreased nine percent year over year. For the month of May, PRASM is expected to increase between zero and one percent year over year.

JETBLUE AIRWAYS TRAFFIC RESULTS
 
 April 2013
 April 2012
        % Change
Revenue passenger miles (000)
2,995,141

2,860,397

4.7
%
Available seat miles (000)
3,577,046

3,357,383

6.5
%
Load factor
83.7
%
85.2
%
(1.5) pts.

Revenue passengers
2,552,702

2,475,489

3.1
%
Departures
23,301

22,262

4.7
%
Average stage length
1,106

1,084

2
%
 
         Y-T-D 2013
         Y-T-D 2012
         % Change
Revenue passenger miles (000)
11,500,947

10,768,570

6.8
%
Available seat miles (000)
13,717,420

12,893,618

6.4
%
Load factor
83.8
%
83.5
%
0.3 pts.

Revenue passengers
9,852,566

9,328,170

5.6
%
Departures
90,074

85,808

5
%
Average stage length
1,095

1,079

1.5
%
(1) The U.S. Department of Transportation considers on-time arrivals to be those domestic flights arriving within 14 minutes of schedule.





JetBlue is New York's Hometown Airline ™ with other focus cities in Boston, Fort Lauderdale, Los Angeles (Long Beach), San Juan and Orlando. Known for its award-winning service and free TV as much as its low fares, JetBlue offers the most legroom in coach of any U.S. airline (based on average fleet-wide seat pitch) as well as super-spacious Even More Space seats. JetBlue is also America's first and only airline to offer its own Customer Bill of Rights, with meaningful and specific compensation for customers inconvenienced by service disruptions within JetBlue's control. Visit www.jetblue.com/promise for details. JetBlue serves 77 cities with 800 daily flights and plans to launch service to Philadelphia, Pennsylvania; Worcester, Massachusetts; and Medellin, Colombia in 2013, as well as Lima, Peru and Port-au-Prince, Haiti, subject to receipt of government approval. With JetBlue, all seats are assigned, all fares are one-way, and an overnight stay is never required. For information or reservations call 1-800-JETBLUE (1-800-538-2583), TTY/TDD 1-800-336-5530, or visit www.jetblue.com.
This press release contains statements of a forward-looking nature which represent our management's beliefs and assumptions concerning future events. When used in this document and in documents incorporated herein by reference, the words “expects,” “plans,” “anticipates,” “indicates,” “believes,” “forecast,” “guidance,” “outlook,” “may,” “will,” “should,” “seeks,” “targets” and similar expressions are intended to identify forward-looking statements. Forward-looking statements involve risks, uncertainties and assumptions, and are based on information currently available to us. Actual results may differ materially from those expressed in the forward-looking statements due to many factors, including, without limitation, our extremely competitive industry; volatility in financial and credit markets which could affect our ability to obtain debt and/or lease financing or to raise funds through debt or equity issuances; increases in fuel prices, maintenance costs and interest rates; our ability to implement our growth strategy, including the ability to operate reliably the EMBRAER 190 aircraft and our new terminal at JFK; our significant fixed obligations; our ability to attract and retain qualified personnel and maintain our culture as we grow; our reliance on high daily aircraft utilization; our dependence on the New York metropolitan market and the effect of increased congestion in this market; our reliance on automated systems and technology; our being subject to potential unionization; our reliance on a limited number of suppliers; changes in or additional government regulation; changes in our industry due to other airlines' financial condition; a continuance of the economic recessionary conditions in the U.S. or a further economic downturn leading to a continuing or accelerated decrease in demand for domestic and business air travel; and external geopolitical events and conditions. Further information concerning these and other factors is contained in the Company's Securities and Exchange Commission filings, including but not limited to, the Company's 2012 Annual Report on Form 10-K and Quarterly Reports on Form 10-Q. We undertake no obligation to update any forward-looking statements to reflect events or circumstances that may arise after the date of this release.