Alaska Airlines and Horizon Air 2007 Annual Report Download - page 44

2007 DIRECTOR COMPENSATION
The following table presents information regarding the compensation paid for 2007 to members of
our Board of Directors who are not also our employees (referred to herein as “Non-Employee
Directors”). The compensation paid to Mr. Ayer, who is also one of our employees, is presented in the
Summary Compensation Table and the related explanatory tables. Mr. Ayer does not receive additional
compensation for his service as a director.
Name
(a)
Fees
Earned
or Paid
in Cash
($)(1)
(b)
Stock
Awards
($)(2)
(c)
Option
Awards
($)(2)
(d)
Non-Equity
Incentive Plan
Compensation
($)(2)
(e)
Change in
Pension Value
and
Nonqualified
Deferred
Compensation
Earnings
($)(2)
(f)
All Other
Compensation
($)(3)
(g)
Total
($)
(h)
Patricia M. Bedient 62,200 0 0 0 0 901 63,101
Phyllis J. Campbell 60,200 0 0 0 0 1,867 62,067
Mark R. Hamilton 51,300 0 0 0 0 6,757 58,057
Bruce R. Kennedy(4) 35,300 0 0 0 0 131,715 167,015
Jessie J. Knight, Jr. 50,550 0 0 0 0 2,711(5) 53,261
R. Marc Langland 58,250 0 0 0 0 3,839 62,089
Dennis F. Madsen 54,900 0 0 0 0 3,298 58,198
Byron I. Mallott 49,500 0 0 0 0 11,233 60,733
John V. Rindlaub(6) 14,800 0 0 0 0 2,240 17,040
J. Kenneth Thompson 51,500 0 0 0 0 10,237 61,737
Richard A. Wien 49,300 0 0 0 0 3,790 53,090
(1) Each of our non-employee directors received at least 50% of their $30,000 annual retainer for 2007 in the form of
shares of the Company’s common stock issued under the Company’s 2004 Plan. The Board of Directors (or a
committee appointed by the Board of one or more individuals who are not eligible to participate in the plan)
administers the plan as to non-employee director stock payments and has the ability to interpret and make all
required determinations under the plan, subject to plan limits. In connection with the payment of a portion of a
non-employee director’s annual retainer in the form of common stock, the Board of Directors has established stock
ownership guidelines that strongly encourage non-employee directors to accumulate shares of Company stock
equal in value to one year’s retainer within five years of becoming a director. For 2007, Ms. Bedient and Messrs.
Knight, Madsen and Thompson elected to receive the entire amount of their annual retainer in stock, and
Mr. Langland elected to receive an additional 25% of his annual retainer in stock, per the terms of the 2004 Plan.
The number of shares awarded was determined pursuant to the terms of the 2004 Plan by dividing the dollar value
of the retainer to be paid in stock by $26.51, the closing price of our stock the day immediately following our 2007
annual meeting. Fractional shares are settled in cash. Accordingly, each of our Non-Employee Directors received
565 shares on June 13, 2007, except the four directors identified above who each received 1,131 shares and
Mr. Langland who received 848 shares on that date. These shares were fully vested on issue. No other equity-
based awards were granted to our non-employee directors for 2007.
In 2007, in addition to the $30,000 annual retainer referenced above, the compensation for our non-employee
directors included the following:
• attendance fees of $2,000 for each Audit Committee meeting and $1,200 per day for each Board or other
committee meeting in which a non-employee director participated in person, or $750 if participation was
via telephone;
• $500 for participation in telephone updates that occur between meetings;
• an annual retainer of $8,000 to the Audit Committee chair and $5,000 to other committee chairs;
• an annual retainer of $1,000 to non-employee directors who also served on the Boards of Directors of
Alaska Airlines or Horizon Air;
28