SkyWest Airlines 2008 Annual Report Download - page 143

Download and view the complete annual report

Please find page 143 of the 2008 SkyWest Airlines 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 152

  • 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

Appendix A
SKYWEST, INC.
2009 EMPLOYEE STOCK PURCHASE PLAN
SkyWest, Inc. (the ‘‘Company’’), a Utah corporation, hereby establishes and adopts the 2009
SkyWest, Inc. Employee Stock Purchase Plan (the ‘‘Plan’’).
1. PURPOSE
The purpose of the Plan is to provide eligible employees of the Company and its subsidiaries with
an opportunity to participate in the Company’s success by purchasing the Company’s common stock
through payroll deductions. The Company intends the Plan to qualify as an ‘‘employee stock purchase
plan’’ within the meaning of Section 423 of the Internal Revenue Code of 1986, as amended (the
‘‘Code’’), and the provisions of the Plan shall be construed in a manner consistent with the
requirements of Section 423 of the Code.
2. DEFINITIONS
2.1. ‘‘Account’’ shall mean the account maintained by the Company on behalf of each Participant
to which are credited (i) payroll deductions pursuant to Section 6 and (ii) shares of Common Stock
acquired upon exercise of an option pursuant to Section 7.
2.2. ‘‘Authorization Form’’ shall mean a form established by the Plan Administrator authorizing
payroll deductions as set forth in Section 4 and such other terms and conditions as the Company from
time to time may determine.
2.3. ‘‘Board’’ shall mean the board of directors of the Company.
2.4. ‘‘Committee’’ shall mean the Compensation Committee of the Board.
2.5. ‘‘Common Stock’’ means the shares of common stock of the Company.
2.6. ‘‘Compensation’’ shall mean a Participant’s regular cash compensation from the Company or a
Designated Subsidiary; i.e., salary, hourly wages, overtime pay, shift differentials and shift premiums.
Compensation shall be determined prior to the Employee’s pre-tax contributions pursuant to
Section 125 and Section 401(k) of the Code. Compensation shall exclude all other compensation from
the Company or a Designated Subsidiary, including bonuses and other incentive compensation,
commissions, and amounts realized on the vesting or exercise of stock awards.
2.7. ‘‘Corporate Transaction’’ means: (a) a sale of all or substantially all of the Company’s assets, or
(b) a merger, stock sale, consolidation or other capital reorganization of the Company with or into
another corporation, or other transaction or series of related transactions, in which the persons who
were stockholders of the Company immediately prior to the transaction cease to own at least 50% of
the voting stock of the Company (or its successor or parent) immediately after the transaction.
2.8. ‘‘Designated Broker’’ shall mean a stock brokerage or other financial services firm designated
by the Company to hold the Accounts and/or otherwise assist in the administration of the Plan.
2.9. ‘‘Designated Subsidiary’’ shall mean SkyWest Airlines, Inc., Atlantic Southeast Airlines, Inc. and
any other Subsidiary that has been designated by the Committee from time to time, in its sole
discretion, as an employer whose employees are eligible to participate in the Plan.
2.10. ‘‘Eligible Employee’’ shall mean any Employee who has completed at least ninety (90) days of
continuous employment with the Company or a Designated Subsidiary since his or her most recent
start date.
A-1