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): October 1, 2013
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 October 1, 2013, the Board of Directors (the Board) of SkyWest, Inc. (the Company) expanded the size of the Board to ten directors and appointed Ronald J. Mittelstaedt, Chairman of the Board and Chief Executive Officer of Waste Connections Inc., and Keith E. Smith, President, Chief Executive Officer and a director of Boyd Gaming Corporation, to serve as directors of the Company. In connection with their appointments as directors of the Company, Mr. Mittelstaedt was named to serve as a member of the Compensation Committee of the Board and Mr. Smith was named to serve as a member of the Audit & Finance Committee of the Board.
Messrs. Mittelstaedt and Smith will be eligible to participate as non-employee directors in accordance with the Companys non-employee director compensation practices (which shall be prorated for the period of their service during the current fiscal year); however, no awards to Messrs. Mittelstaedt or Smith were made in connection with their appointments to serve as directors of the Company.
Since the beginning of the Companys last fiscal year, neither Mr. Mittelstaedt nor Mr. Smith nor any of their immediate family members has been a party to any transaction or currently proposed transaction with the Company that is reportable under Item 404(a) promulgated under Regulation S-K. There were no arrangements or understandings between Mr. Mittelstaedt or Mr. Smith and any other person pursuant to which either Mr. Mittelstaedt or Mr. Smith was appointed as a director of the Company.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
99.1 Press Release, entitled SkyWest, Inc. Appoints New Directors issued by SkyWest, Inc., dated October 1, 2013.
Forward-Looking Statements
In addition to historical information, this report contains 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 expects, intends, believes, anticipates, 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 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, and could cause actual results to vary materially from those expressed in forward-looking statements set forth in this report.
Actual operational and financial results of the Company will vary, and may vary materially, from those anticipated, estimated, projected or expected for a number of reasons, including, among those identified above: the challenges of competing successfully in a highly competitive and rapidly changing industry; developments associated with fluctuations in the economy and the demand for air travel; negotiations between the Company and its major partners regarding their contractual relationships; the
financial stability of those major partners regarding any impact on the contracts that the Company operates under in their behalf; the resolution of current litigation with a major airline partner of the Company; variations in market and economic conditions; labor relationships; the impact of global instability; rapidly fluctuating fuel costs; the degree and nature of competition; potential fuel shortages; the impact of weather-related or other natural disasters on air travel and airline costs; aircraft deliveries; and other unanticipated factors. Risk factors, cautionary statements and other conditions which could cause actual results to differ from managements current expectations are contained in the Companys filings with the SEC, including the section of the Companys Annual Report on Form 10-K for the year ended December 31, 2012, entitled Risk Factors. All subsequent forward-looking statements attributable to the Company or persons acting on its behalf are expressly qualified in their entirety by these cautionary statements.
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: October 3, 2013 |
By |
/s/ Michael J. Kraupp |
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Michael J. Kraupp, Chief Financial Officer |
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and Treasurer |
Exhibit 99.1
NEWS RELEASE |
For more information contact: |
Investor Relations |
St. George, UT 84790 |
Telephone: (435) 634-3203 |
Fax: (435) 634-3205 |
FOR IMMEDIATE RELEASE
SKYWEST, INC. APPOINTS NEW DIRECTORS
ST. GEORGE, UTAH, Oct. 1, 2013 SkyWest, Inc. (SkyWest) (NASD:SKYW) today announced the appointment of Ronald J. Mittelstaedt and Keith E. Smith to the Board of Directors of SkyWest, Inc. and its subsidiaries, SkyWest Airlines, Inc. and ExpressJet Airlines, Inc., effective Oct. 1, 2013.
Mittelstaedt is Chairman and CEO of Waste Connections Inc., a company he founded in 1997 and took public the following year. Under Mittelstaedts leadership, Waste Connections has become the third largest company in the North American solid waste and recycling industry, employing more than 7,000 nationwide. Mittelstaedt also established the RDM Positive Impact foundation in 2004 to improve the lives of underprivileged and at-risk children. Prior to his career in waste management, he spent three years in the air freight industry.
Mittelstaedt holds a bachelors degree in Business Economics and Finance from the University of California Santa Barbara. He currently serves as Chairman of the Board for Waste Connections Inc. and as board member of Pride Industries.
Smith is President, CEO and Director of Las Vegas-based Boyd Gaming Corporation. Boyd Gaming is one of the nations leading casino entertainment companies with 22 operations in eight states and more than 25,000 employees. Smith is an industry veteran with nearly 30 years of gaming experience. He joined Boyd Gaming Corporation in 1990 and held various executive positions before being promoted to COO in 2001. In 2005, Smith was named President and elected to the Companys Board of Directors and in 2008, he assumed the role of CEO. The Company is publicly traded on the New York Stock Exchange.
Smith holds a bachelors degree in Accounting from Arizona State University. He currently serves as Chairman of the Los Angeles Branch of the Federal Reserve Bank of San Francisco. He also served as Chairman of the American Gaming Association, the Nevada Resort Association and Vice Chairman of the Las Vegas Convention and Visitors Authority.
Jerry C. Atkin, Chairman and CEO of SkyWest, Inc., said, We are pleased to add these leaders to the SkyWest, Inc. Board of Directors. Were confident that each of their strong backgrounds in capital-intensive businesses, as well as their philosophical alignments with SkyWests people-first culture, will provide value to the Board and to all SkyWest, Inc. stakeholders.
SkyWest is the holding company for two scheduled passenger airline operations and an aircraft leasing company and is headquartered in St. George, Utah. SkyWests scheduled passenger airline operations consist of SkyWest Airlines, Inc. (SkyWest Airlines) also based in St. George, Utah and ExpressJet Airlines, Inc. (ExpressJet Airlines) based in Atlanta, Georgia. SkyWest Airlines operates as United Express, Delta Connection, American Eagle and US Airways Express carriers under contractual agreements with United Airlines, Inc. (United), Delta Airlines, Inc. (Delta), American Airlines, Inc. (American) and US Airways, Inc. (US Airways). SkyWest Airlines also operates flights for Alaska Airlines under a contractual agreement. ExpressJet Airlines operates as United Express, Delta Connection, and American Eagle carriers under contractual agreements with United, Delta and American. System-wide, SkyWest serves markets in the United States, Canada, Mexico and the Caribbean with approximately 4,200 daily departures and a fleet of approximately 760 regional aircraft. This press release and additional information regarding SkyWest can be accessed at www.skywest.com.
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