Alaska Airlines and Horizon Air 2013 Annual Report Download - page 69

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EXECUTIVE COMPENSATION
and stock option grants described above)
satisfies the requirements under
Section 162(m). However, the Committee
reserves the right to design programs that
recognize a full range of performance criteria
important to its success, even where the
compensation paid under such programs
may not be deductible. For 2013, the
Company believes that no portion of its tax
deduction for compensation paid to its
Named Executive Officers will be disallowed
under Section 162(m).
COMPENSATION AND LEADERSHIP DEVELOPMENT COMMITTEE REPORT(1)
The Compensation and Leadership
Development Committee has certain duties
and powers as described in its charter. The
Committee is currently composed of three
non-employee directors who are named at
the end of this report, each of whom is
independent as defined by the NYSE listing
standards.
The Committee has reviewed and discussed
with management the disclosures contained
in the Compensation Discussion and
Analysis section of this Proxy Statement.
Based upon this review and discussion, the
Committee recommended to our Board of
Directors that the Compensation Discussion
and Analysis section be included in the
Company’s 2013 Annual Report on Form 10-
K on file with the SEC and the Company’s
2014 Proxy Statement.
Compensation and Leadership Development
Committee of the Board of Directors
J. Kenneth Thompson, Chair
R. Marc Langland, Member
Dennis F. Madsen, Member
(1) SEC filings sometimes incorporate information by reference. This means the Company is referring you to
information that has previously been filed with the SEC and that this information should be considered as part
of the filing you are reading. Unless the Company specifically states otherwise, this report shall not be deemed
to be incorporated by reference and shall not constitute soliciting material or otherwise be considered filed
under the Securities Act or the Exchange Act.
COMPENSATION AND LEADERSHIP DEVELOPMENT COMMITTEE INTERLOCKS AND
INSIDER PARTICIPATION
The Compensation and Leadership
Development Committee members whose
names appear on the Compensation and
Leadership Development Committee Report
above were members during all of 2013. No
member of the Committee during 2013 is or
has been an executive officer or employee of
the Company or has had any relationships
requiring disclosure by the Company under
the SEC’s rules requiring disclosure of
certain relationships and related-party
transactions. During 2013, none of the
Company’s executive officers served as a
director or a member of a compensation
committee (or other committee serving an
equivalent function) of any other entity
where the entity’s executive officers also
served as a director or member of the
Company’s Compensation and Leadership
Development Committee.
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