SkyWest Airlines 2009 Annual Report Download - page 143

The table below shows the funds available under the ASA Deferred Compensation Plan, and the
annual rate of return for the calendar year ended December 31, 2009:
Name of Fund Rate of Return
American Century Equity Income-Inv ........................ 12.23%
American Century Equity Index-Inst ......................... 26.16%
American Century International Growth-Inv ................... 34.02%
American Century Premium Money Market-Inv ................. 0.51%
American Century Short-Term Government-Inv ................. 2.69%
American Century Strategic Aggressive-Inv .................... 25.99%
American Century Strategic Conservative-Inv ................... 14.54%
American Century Strategic Moderate-Inv ..................... 21.10%
American Century Ultra-Inv ............................... 35.36%
American Century Value-Inv ............................... 19.43%
Buffalo Small Cap ...................................... 37.49%
POTENTIAL PAYMENTS UPON TERMINATION OR CHANGE IN CONTROL
The information below describes and quantifies certain payments or benefits that would be payable
under the existing plans and programs of the Company and its subsidiaries if an Named Executive’s
employment had terminated on December 31, 2009 or the Company had undergone a change in
control on December 31, 2009. These benefits are in addition to benefits generally available to all
salaried employees of the Company in connection with a termination of employment, such as
distributions from the 401(k) Plans, disability and life insurance benefits, the value of employee-paid
group health plan continuation coverage under the Consolidated Omnibus Reconciliation Act, or
‘‘COBRA’’ and accrued vacation pay. The Named Executives do not have any other severance benefits,
severance agreements or change-in-control agreements.
Accelerated Vesting of Stock Options and Stock Awards Upon Change In Control. Under the
Company’s prior long-term incentive plans, all outstanding stock options and shares of restricted stock
held by a Named Executive on December 31, 2009 would have become fully vested upon a ‘‘change in
control’’ without regard to whether the Named Executive terminated employment in connection with or
following the change in control. The Company’s long-term incentive plans generally define a ‘‘change in
control’’ as any of the following events: (i) the acquisition by any person of 50% or more of the
Company’s voting shares, (ii) replacement of a majority of the Company’s directors within a two-year
period under certain conditions, or (iii) shareholder approval of a merger in which the Company is not
the surviving entity, sale of substantially all of the Company’s assets or liquidation. The following table
shows for each Named Executive the intrinsic value of his unvested stock option and restricted stock
awards as of December 31, 2009 that would have been accelerated had a change in control of the
Company occurred on that date, calculated by multiplying the number of underlying shares by the
closing price of the Common Stock on the last trading day of 2009 ($16.92 per share) and, in the case
of stock options, by then subtracting the applicable option exercise price:
Name Early Vesting of Stock Options Early Vesting of Restricted Stock
Jerry C. Atkin ........... $166,528 $511,817
Bradford R. Rich ........ $ 96,792 $297,522
Russell A. Childs ......... $ 85,720 $253,678
Bradford R. Holt ........ $ 80,362 $237,351
If a change in control with respect to the Company results in acceleration of vesting of an Named
Executive’s otherwise unvested stock options and other stock awards, and if the value of such
acceleration exceeds three times the Named Executive’s average W-2 compensation with the Company
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