8-K

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): February 16, 2017

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):

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 Principal Officers; Election of Directors; Appointment of Principal

Officers

(b) and (c) On February 16, 2017, the Board of Directors of JetBlue Airways Corporation (the "Company") appointed Stephen J. "Steve" Priest, the Company's Vice President Structural Programs, as Executive Vice President Chief Financial Officer effective February 21, 2017. Mr. Priest replaces James F. Leddy who had been serving in an interim capacity since Mark Powers' retirement on November 1, 2016. The Company did not have any disagreements with Mr. Leddy. The Company thanks Mr. Leddy for his service in the interim role.

Mr. Priest, age 46, joined the Company in 2015 as Vice President Structural Programs, heading the Company's Strategic Sourcing, fleet and engine strategy, and Continuous Improvement groups. Prior to that, he was at British Airways Plc for 19 years, most recently serving as Senior Vice President, North Atlantic Joint Business from 2012-2015 and Senior Vice President, Strategy and Planning from 2009-2012. There are no arrangements or understandings between Mr. Priest and any other person pursuant to which he was appointed as an officer. Mr. Priest does not have any family relationship with any director or other executive officer of the Company or any person nominated or chosen by the Company to become a director or executive officer, and there are no transactions in which Mr. Priest has an interest requiring disclosure under Item 404(a) of Regulation S-K.

(e) In connection with the appointment as Chief Financial Officer, Mr. Priest will be paid a base salary of $400,000 per year, have a bonus opportunity of 65% of base salary at target, a short term target equity opportunity of $300,000 worth of restricted stock units to vest over three years in accordance with the JetBlue Airways Corporation Amended and Restated 2011 Incentive Compensation Plan (the "Plan") and the award agreement and a long term performance-based target equity opportunity of $300,000 of performance stock units for the 2017-2019 performance period, in accordance with the Plan and the award agreement.

Item 7.01.    Regulation FD Disclosure

On February 21, 2017, the Company issued a press release announcing the changes to the Company's leadership structure disclosed under Item 5.02 above. A copy of the press release is furnished as Exhibit 99.1 herewith.

References to the Company's website in the release do not incorporate by reference the information on such website into this report, and the Company disclaims any such incorporation by reference. The information in this Item 7.01 is being "furnished" in satisfaction of the public disclosure requirements of Regulation FD and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise subject to the liabilities of that section. It may be incorporated by reference in another filing under the Securities Exchange Act of 1934 or the Securities Act of 1933 only if and to the extent such subsequent filing specifically references the information incorporated by reference in this Item 7.01.

Item 9.01.    Financial Statements and Exhibits

(d) Exhibits         

Number    Description

99.1        Press Release dated February 21, 2017 of JetBlue Airways Corporation*

_____________________________

*        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: February 21, 2017	By:	/s/ Alexander Chatkewitz
		Vice President, Controller and Chief Accounting Officer (principal accounting officer)

EXHIBIT INDEX

Exhibit Number	Description
99.1	Press Release dated February 21, 2017 of JetBlue Airways Corporation*

_____________________________

*        Furnished herewith.

EX-99.1

Exhibit 99.1

PRESS RELEASE

JetBlue Appoints Steve Priest as Chief Financial Officer

Priest Brings 20 Years of Airline Experience,

Including Development of JetBlue’s Structural Cost Program

NEW YORK (February 21, 2017) - JetBlue (NASDAQ: JBLU) today announced that, after conducting a rigorous internal and external search, it has promoted Steve Priest to executive vice president and chief financial officer effective immediately. Priest has more than 20 years of experience leading financial, operational, and commercial aspects of the airline business and most recently served as the airline’s vice president, structural programs.

As CFO, Priest will oversee treasury, investor relations, corporate tax, audit, accounting, financial planning and analysis, fuel hedging, aircraft and materiel programs, insurance, financial reporting, risk management, infrastructure (corporate real estate), and strategic sourcing. He will also serve on JetBlue’s executive leadership team and report to President and Chief Executive Officer Robin Hayes.

“Steve quickly made an impact at JetBlue through his leadership of priority initiatives aimed at establishing a sustainable business for our future and creating value for our shareholders,” Hayes said. “Steve is passionate about cost control and will be a strong voice for costs as we manage our business. His experience at British Airways and his leadership of JetBlue’s structural cost and on-time performance programs, combined with his understanding of our unique culture, positions him to deliver on our commitments to shareholders, crewmembers and customers.”

Priest joined JetBlue in 2015 and in his most recent role was responsible for JetBlue’s strategic sourcing efforts and for fleet and engine strategy. He spearheaded high-priority change initiatives including the launch of the airline’s on-time performance program and structural cost initiative, which is set to generate $250-$300 million in cost savings by 2020. In his new role, he will continue to oversee the successful implementation of the structural cost program.

“I’m proud of our early achievements in bringing increased focus to our costs and look forward to successfully implementing our capital allocation strategy,” Priest said. “One of my immediate priorities will be to spend time with our shareholders as well as our crewmembers to support our efforts to deliver better than industry-average margins as we grow.”

Prior to JetBlue, Priest held positions of increasing responsibility at British Airways from 1996 to 2015. Most recently, he served as senior vice president, North Atlantic joint business where he significantly grew unit revenue and market share with partner airlines. He also served in senior roles in strategy and planning; customer contact and distribution; and commercial and call center operations. He served as regional vice president, controller for Western Europe, Latin America, and Caribbean and as chief financial officer for BA Ground Handling Services. He is a graduate in economics and geography of Victoria University of Manchester (UK) and a qualified Chartered Global Management Accountant.

Priest will succeed Jim Leddy, who served as interim chief financial officer since November. “We very much appreciate Jim’s contribution to JetBlue and his stepping in as interim CFO to oversee the function during this period,” Hayes said. Leddy will help support JetBlue with the transition.

About JetBlue Airways

JetBlue is New York's Hometown Airline®, and a leading carrier in Boston, Fort Lauderdale-Hollywood, Los Angeles (Long Beach), Orlando, and San Juan. JetBlue carries more than 38 million customers a year to 100 cities in the U.S., Caribbean, and Latin America with an average of 925 daily flights. For more information please visit jetblue.com. 

JetBlue Corporate Communications

Tel: +1.718.709.3089

corpcomm@jetblue.com

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