SkyWest Airlines 2012 Annual Report Download - page 156

Grants of Plan-Based Awards For 2012
The following table provides information about non-equity based and equity- based plan awards
granted to the Executives for the year ended December 31, 2012:
(a) (b) (c) (d) (e) (f) (g) (h)
Estimated Estimated All Other
Possible Possible All Other Option
Payouts Under Payouts Under Stock Awards:
Non-Equity Equity Awards: Number of Exercise
Incentive Incentive Number of Securities Price of
Plan Awards Plan Awards Shares of Underlying Options Grant Date
Target Target Stock Options Awards Full
Name Grant Date ($) (# shares) (# shares) (# shares) ($S/share)(1) Fair Value(2)
Jerry C. Atkin ..... 9-Nov-2011(3)(4) $320,000
15-Feb-2012(5)(6) $515,000 — 24,119 39,627 $13.06 $1,000,000
Bradford R. Rich . . . 9-Nov-2011(3)(4) $240,000
15-Feb-2012(5)(6) $324,500 — 14,472 27,156 13.06 $ 630,000
Russell A. Childs . . . 9-Nov-2011(3)(4) $203,200
15-Feb-2012(5)(6) $274,600 — 12,253 22,979 13.06 $ 533,200
Bradford R. Holt . . . 9-Nov-2011(3)(4) $203,200
15-Feb-2012(5)(6) $274,600 — 12,253 22,979 13.06 $ 533,200
Michael J. Kraupp . . 9-Nov-2011(3)(4) $105,300
15-Feb-2012(5)(6) $ 98,280 — 5,268 6,873 13.06 $ 196,560
(1) The exercise price of the options of $13.06 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 2012 as computed under ASC
Topic 718 and the expense attributable to restricted stock unit awards granted in 2012 (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, 2012, which are included
in the Company’s Annual Report on Form 10-K filed with the Securities and Exchange Commission.
(3) The Compensation Committee approved the grant of Non-Equity Incentive Plan Awards for 2012 in the form of
annual performance bonuses on November 9, 2011.
(4) Annual performance bonuses earned for year 2012 are included in the ‘‘Non-Equity Incentive Plan Compensation’’
column in the Executive Compensation table. The amounts of such annual performance bonuses actually earned in
2012 and paid in 2013 were: Mr. Atkin—$337,042; Mr. Rich—$250,981; Mr. Childs—$213,432; Mr. Holt—$221,919.
The actual amount of Mr. Kraupp’s annual performance bonus earned for 2012 was $110,700. Mr. Kraupp’s annual
performance bonus is paid quarterly rather than annually.
(5) On February 15, 2012, 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). The shares underlying each Executive’s stock option grant are listed in column (f). The
number of shares of Company common stock underlying each restricted stock unit award earned for year 2012 and
payable in 2015, are shown in column (e). All of the long-term incentive awards shown in columns (c) 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).
(6) The performance units were originally granted based on achieving targeted net earnings. As a result of the 2012 net
earnings, Mr. Atkin received performance-based units payable in cash having a value of $555,170; Mr. Rich received
performance-based units payable in cash having a value of $349,811; Mr. Childs received performance-based units
payable in cash having a value of $296,019, Mr. Holt received performance-based units payable in cash having a
value of $296,019 and Mr. Kraupp received performance-based units payable in cash having a value of $105,946.
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