Alaska Airlines and Horizon Air 2009 Annual Report Download - page 68

Download and view the complete annual report

Please find page 68 of the 2009 Alaska Airlines and Horizon Air annual report below. You can navigate through the pages in the report by either clicking on the pages listed below, or by using the keyword search tool below to find specific information within the annual report.

Page out of 208

  • 1
  • 2
  • 3
  • 4
  • 5
  • 6
  • 7
  • 8
  • 9
  • 10
  • 11
  • 12
  • 13
  • 14
  • 15
  • 16
  • 17
  • 18
  • 19
  • 20
  • 21
  • 22
  • 23
  • 24
  • 25
  • 26
  • 27
  • 28
  • 29
  • 30
  • 31
  • 32
  • 33
  • 34
  • 35
  • 36
  • 37
  • 38
  • 39
  • 40
  • 41
  • 42
  • 43
  • 44
  • 45
  • 46
  • 47
  • 48
  • 49
  • 50
  • 51
  • 52
  • 53
  • 54
  • 55
  • 56
  • 57
  • 58
  • 59
  • 60
  • 61
  • 62
  • 63
  • 64
  • 65
  • 66
  • 67
  • 68
  • 69
  • 70
  • 71
  • 72
  • 73
  • 74
  • 75
  • 76
  • 77
  • 78
  • 79
  • 80
  • 81
  • 82
  • 83
  • 84
  • 85
  • 86
  • 87
  • 88
  • 89
  • 90
  • 91
  • 92
  • 93
  • 94
  • 95
  • 96
  • 97
  • 98
  • 99
  • 100
  • 101
  • 102
  • 103
  • 104
  • 105
  • 106
  • 107
  • 108
  • 109
  • 110
  • 111
  • 112
  • 113
  • 114
  • 115
  • 116
  • 117
  • 118
  • 119
  • 120
  • 121
  • 122
  • 123
  • 124
  • 125
  • 126
  • 127
  • 128
  • 129
  • 130
  • 131
  • 132
  • 133
  • 134
  • 135
  • 136
  • 137
  • 138
  • 139
  • 140
  • 141
  • 142
  • 143
  • 144
  • 145
  • 146
  • 147
  • 148
  • 149
  • 150
  • 151
  • 152
  • 153
  • 154
  • 155
  • 156
  • 157
  • 158
  • 159
  • 160
  • 161
  • 162
  • 163
  • 164
  • 165
  • 166
  • 167
  • 168
  • 169
  • 170
  • 171
  • 172
  • 173
  • 174
  • 175
  • 176
  • 177
  • 178
  • 179
  • 180
  • 181
  • 182
  • 183
  • 184
  • 185
  • 186
  • 187
  • 188
  • 189
  • 190
  • 191
  • 192
  • 193
  • 194
  • 195
  • 196
  • 197
  • 198
  • 199
  • 200
  • 201
  • 202
  • 203
  • 204
  • 205
  • 206
  • 207
  • 208

(8) The performance stock units reported in Column (i) are eligible to vest based on the Company’s performance over a three-year
period as described in the “Compensation Discussion and Analysis” section above and in footnote (1) to the Summary
Compensation Table above. The 2007 performance stock units were cancelled unvested subsequent to year-end and are not
included in this table.
(9) Mr. Minicucci’s unvested RSUs awarded on 6/12/08 will become fully vested on 6/12/11. The unvested options awarded on
6/12/08 will become vested as follows: 956 on 6/12/10, 957 on 6/12/10, and 957 on 6/12/11.
(10) Mr. Minicucci’s unvested RSUs awarded on 12/4/08 will become fully vested on 12/4/11.
(11) The RSUs awarded on 1/29/09 will become fully vested on 1/29/12. The unvested options under the 1/29/09 grant will
become vested as follows: Mr. Ayer — 12,825 on 1/29/10, 12,825 on 1/29/11, 12,825 on 1/29/12, and 12,825 on
1/29/13; Mr. Tilden — 10,534 on 1/29/10, 10,534 on 1/29/11, 10,535 on 1/29/12, and 10,535 on 1/29/13;
Mr. Johnson — 7,498 on 1/29/10, 7,498 on 1/29/11, 7,498 on 1/29/12, and 7,498 on 1/29/13; Mr. Minicucci — 5,950
on 1/29/10, 5,950 on 1/29/11, 5,950 on 1/29/12, and 5,950 on 1/29/13; and Mr. Pinneo — 4,500 on 1/29/10, 4,500
on 1/29/11, 4,500 on 1/29/12, and 4,500 on 1/29/13.
(12) The additional awards granted to Mr. Ayer on 1/29/09 represent a retention award as described in the “Compensation
Discussion and Analysis” above. Both the RSUs and the options awarded under this retention grant will fully vest on the third
anniversary of the grant date, or 1/29/12.
EQUITY COMPENSATION PLAN INFORMATION
The Company currently maintains four equity compensation plans that have been approved by
the Company’s stockholders: the 2008 Performance Incentive Plan (the “2008 PIP”), the
2004 Long-Term Incentive Equity Plan (the “2004 LTIP”), the 1999 Long-Term Incentive Equity
Plan (the “99 LTIP”) and the 1996 Long-Term Incentive Equity Plan (the “1996 LTIP”). In
addition the Company currently maintains the 1997 Non-Officer Long-Term Incentive Equity
Plan (the “1997 Plan”) which was not approved by the Company’s stockholders.
The following table sets forth, for each of the Company’s equity compensation plans, the
number of shares of common stock subject to outstanding options and other rights, the
weighted-average exercise price of outstanding options, and the number of shares remaining
available for future award grants as of December 31, 2009.
Plan Category
Number of
Securities to be
issued upon
exercise of
outstanding
options, warrants
and rights
Weighted-
average
exercise price
of outstanding
options,
warrants and
rights
Number of securities
remaining available for
future issuance under
equity compensation
plans (excluding
securities reflected in
the first column)
Equity compensation plans approved by security holders 2,947,253(1) $29.46(2) 1,406,393(3)
Equity compensation plans not approved by security
holders(4) 203,100 $30.38 N/A
Total 3,257,941 $30.77 1,406,393
(1) Of these shares, 407,340 were subject to options then outstanding under the 2008 PIP and 735,901 were
subject to outstanding restricted and deferred stock unit awards granted under the 2008 PIP. In addition,
1,017,817 shares were subject to options then outstanding, 303,319 shares were subject to outstanding
restricted and performance stock units granted under the 2004 Plan, 76,652 shares were issued under the
2004 Plan, 648,666 shares were subject to options then outstanding under the 1999 LTIP, and 41,900
shares were subject to options then outstanding under the 1996 LTIP. No new award of grants may be made
under the 2004 Plan, the 1999 LTIP or the 1996 LTIP.
(2) This number does not reflect the 735,901 shares and the 303,319 shares that were subject to outstanding
stock unit awards granted under the 2008 PIP and the 2004 Plan, respectively.
(3) This number is presented after giving effect to purchases under the ESPP for the purchase period that ended
December 31, 2009. Of the aggregate number of shares that remained available for future issuance,
1,390,843 shares were available under the 2008 PIP and 15,550 shares were available under the ESPP.
(4) All of these shares were subject to options then outstanding under the 1997 Plan. No new award of grants
may be made under the 1997 Plan.
52