Alaska Airlines and Horizon Air 2013 Annual Report Download - page 11

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GENERAL INFORMATION
If my shares are held in a brokerage
account, how will my shares be voted if I
do not return voting instructions to my
broker?
If you hold your shares in street name
through a brokerage account and you do not
submit voting instructions to your broker,
your broker may generally vote your shares
in its discretion on matters designated as
routine under the rules of the New York
Stock Exchange (NYSE). However, a broker
cannot vote shares held in street name on
matters designated as non-routine by the
NYSE, unless the broker receives voting
instructions from the street name
(beneficial) owner.
The proposal to ratify the appointment of the
Company’s independent accountants for
fiscal year 2014 and the proposals to
amend the certificate of incorporation are
considered routine under NYSE rules. Each
of the other items to be submitted for a vote
is considered non-routine under applicable
NYSE rules. Accordingly, if you hold your
shares in street name through a brokerage
account and you do not submit voting
instructions to your broker, your broker may
exercise its discretion to vote your shares
on the proposals to ratify the appointment of
the Company’s independent accountants
and the proposals to amend the certificate
of incorporation but will not be permitted to
vote your shares on any of the other items.
If your broker exercises this discretion, your
shares will be counted as present for the
purpose of determining a quorum at the
Annual Meeting and will be voted on the
proposal to ratify the Company’s
independent accountants and the proposals
to amend the certificate of incorporation in
the manner instructed by your broker, but
your shares will constitute “broker non-
votes” on each of the other items at the
Annual Meeting.
For a description of the effect of broker non-
votes on the proposals, see How many
votes must the nominees have to be
elected? and Not including the election of
directors, how many votes must the
proposals receive in order to pass?
What other business may be properly
brought before the meeting, and what
discretionary authority is granted?
Under the Company’s Bylaws, as amended
April 30, 2010, a stockholder may bring
business before the meeting or for
publication in the Company’s 2014 Proxy
Statement only if the stockholder gave
written notice to the Company on or before
December 5, 2013 and complied with the
other requirements included in Article II of
the Company’s Bylaws.
The Company has not received valid notice
that any business other than that described
or referenced in this Proxy Statement will be
brought before the meeting.
As to any other matters that may properly
come before the meeting and are not on the
proxy card, the proxy grants to
Messrs. Tilden and Loveless the authority to
vote in their discretion the shares for which
they hold proxies.
What does it mean if I receive more than
one proxy card, voting instruction form or
email notification from the Company?
It means that you hold Alaska Air Group
stock in more than one account. Please
complete and submit all proxies to ensure
that all your shares are voted or vote by
Internet or phone using each of the
identification numbers.
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