0001104659-13-074140.txt : 20131004 0001104659-13-074140.hdr.sgml : 20131004 20131004162859 ACCESSION NUMBER: 0001104659-13-074140 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20131001 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20131004 DATE AS OF CHANGE: 20131004 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SKYWEST INC CENTRAL INDEX KEY: 0000793733 STANDARD INDUSTRIAL CLASSIFICATION: AIR TRANSPORTATION, SCHEDULED [4512] IRS NUMBER: 870292166 STATE OF INCORPORATION: UT FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-14719 FILM NUMBER: 131137079 BUSINESS ADDRESS: STREET 1: 444 S RIVER RD CITY: ST GEORGE STATE: UT ZIP: 84790 BUSINESS PHONE: 8016343000 MAIL ADDRESS: STREET 1: 444 SOUTH RIVER ROAD CITY: ST GEORGE STATE: UT ZIP: 84790 8-K 1 a13-21824_18k.htm 8-K

 

 

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

 

0-14719

 

87-0292166

(State or other jurisdiction of

 

(Commission

 

(IRS Employer

incorporation or organization)

 

File Number)

 

Identification No.)

 

444 South River Road

 

 

St. George, Utah

 

84790

(Address of Principal Executive Offices)

 

(Zip Code)

 

 

Registrant’s 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 Company’s 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 Company’s 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 Company’s 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

 

2



 

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 management’s current expectations are contained in the Company’s filings with the SEC, including the section of the Company’s 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.

 

3



 

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.

 

 

 

SkyWest, Inc.

 

 

 

 

 

Dated: October 3, 2013

By

/s/ Michael J. Kraupp

 

 

Michael J. Kraupp, Chief Financial Officer

 

 

and Treasurer

 

4


EX-99.1 2 a13-21824_1ex99d1.htm EX-99.1

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 Mittelstaedt’s 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 bachelor’s 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 nation’s 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 Company’s 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 bachelor’s 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. We’re confident that each of their strong backgrounds in capital-intensive businesses, as well as their philosophical alignments with SkyWest’s 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. SkyWest’s 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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