SkyWest Airlines 2008 Annual Report Download - page 130

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the year of the change in control (the ‘‘Base Period Amount’’), the acceleration would result in an
excess parachute payment under Code Section 280G. An NEO would be subject to a 20% excise tax on
any such excess parachute payment and the Company would be unable to deduct the amount of the
excess parachute payment for tax purposes. The Company has not agreed to provide its NEOs with any
gross-up or reimbursement for excise taxes imposed on excess parachute payments.
Deferred Compensation. If an NEO had terminated employment on December 31, 2008, the NEO
would have become entitled to receive the balance in his account under the applicable deferred
compensation plan. Distribution would be made in the form of a lump sum or in installments, and in
accordance with the distributions schedule elected by the NEO under the applicable plan. The
2008 year-end account balances under those plans are shown in column (e) in the applicable
Nonqualified Deferred Compensation Tables set forth above. An NEO’s account balance would
continue to be credited with notational investment earnings or losses through the date of actual
distribution.
DIRECTOR COMPENSATION
The Company uses a combination of cash and stock-based incentive compensation to attract and
retain qualified candidates to serve as directors. In setting director compensation, the Company
considers the significant amount of time that directors expend in fulfilling their duties to the Company,
as well as the skill level required by the Company of its directors. Each director is encouraged to own
at least 5,000 shares of Common Stock.
Cash Compensation Paid to Directors
For the year ended December 31, 2008, all directors who were not employees of the Company
received an annual cash retainer of $31,000 and attendance fees of $1,600 for each board meeting,
$1,200 for each committee meeting, and $800 for each telephonic board or committee meeting. The
directors serving as the Chairs of the Compensation Committee and the Nominating and Corporate
Governance Committees were paid an annual fee of $4,000. The director serving as the Chair of the
Audit and Finance Committee was paid an annual fee of $15,000. Jerry C. Atkin, Chairman of the
Board, an employee of the Company, received no compensation for his service on the Board.
Commencing in 2009, the annual cash retainer to be paid to each non-employee director has been
increased to $32,000.
Stock Awards
Each non-employee director receives a stock award annually. On February 6, 2008, each of the
non-employee directors received an award of 1,663 shares of Common Stock. The Company did not
grant stock options to its non-employee directors in 2008.
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