SkyWest Airlines 2011 Annual Report Download - page 147

GRANTS OF PLAN-BASED AWARDS FOR 2011
The following table provides information about non-equity based and equity- based plan awards
granted to the Executives for the year ended December 31, 2011:
(a) (b) (c) (d) (e) (f) (g) (h)
Estimated All Other
Possible Estimated All Other Option
Payouts Possible Stock Awards:
Under Payouts Awards: Number of Exercise
Non-Equity Under Equity Number of Securities Price of
Incentive Plan Incentive Plan Shares of Underlying Options Grant Date
Awards Target Awards Target Stock Options Awards Full Fair
Name Grant Date ($) (# shares) (# shares) (# shares) ($S/share)(1) Value(2)
Jerry C. Atkin ..... 2-Feb-2011(3)(4) $300,000 39,089 19,342 19,545 $15.51 $600,000
Bradford R. Rich . . . 2-Feb-2011(3)(4) $180,000 23,454 11,605 11,727 $15.51 $360,000
Russell A. Childs . . . 2-Feb-2011(3)(4) $152,400 19,857 9,826 9,929 $15.51 $304,802
Bradford R. Holt . . . 2-Feb-2011(3)(4) $152,400 19,857 9,826 9,929 $15.51 $304,802
Michael J. Kraupp . . 2-Feb-2011(3)(4) $ 62,350 — 4,020 12,185 $15.51 $124,700
(1) The exercise price of the options of $15.51 per share was the market closing price of the Common Stock on
the date of grant.
(2) Column (h) shows the full grant date fair market value of the options granted in 2011 as computed under
ASC Topic 718 and the expense attributable to restricted stock unit awards granted in 2011 (excluding the
effect of estimates for forfeitures). Assumptions and methodologies used in the calculation of these
amounts are included in footnotes to the Company’s audited financial statements for the year ended
December 31, 2011, which are included in the Company’s Annual Report on Form 10-K filed with the
Securities and Exchange Commission.
(3) On February 2, 2011, the Company granted stock options, restricted stock units and performance unit
awards payable in cash pursuant to the 2010 Long-Term Incentive Plan. Each Executive’s target level of
performance unit grant is listed in column (c). Two-thirds of the shares underlying the awards made to each
of Messrs. Atkin, Rich, Childs and Holt was a performance-based equity incentive plan award and is listed
in column (d). Mr. Kraupp was not granted any performance-based options as they were granted prior to
his appointment as Chief Financial Officer. The remaining one-third of the shares underlying each
Executive’s stock option grant was not performance-based and is listed in column (f). The number of shares
of Company common stock underlying each restricted stock unit award earned for year 2011 and payable in
2014, are shown in column (e). All of the long-term incentive awards shown in columns (d) through (f) vest
on the third anniversary of the date of grant (with earlier acceleration if the Executive is terminated in
connection with a change in control).
(4) The performance-based options and performance units were originally granted based on achieving a
targeted return on equity. The Company generated a net loss for 2011 resulting in no return on equity and
forfeiture of the performance-based options and performance units. As a result, Mr. Atkin forfeited
performance-based options and performance-based units payable in cash having a value of $500,069;
Mr. Rich forfeited performance-based options and performance based units payable in cash having a value
of $300,045; Mr. Childs forfeited performance-based options and performance-based units payable in cash
having a value of $254,034 and Mr. Holt forfeited performance-based options and performance-based units
payable in cash having a value of $254,034. Mr. Kraupp was appointed as the Chief Financial Officer in
May 2011, after the performance-based options were granted in February 2011 and was not granted
performance-based options. Mr. Kraupp did, however, forfeit $43,645 in performance-based units payable in
cash.
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