SkyWest Airlines 2013 Annual Report Download - page 148

EXECUTIVE COMPENSATION
The table below summarizes the total compensation paid to or earned by each of the Executives
for the years indicated.
(a) (b) (c) (d) (e) (f) (g) (h) (i)
Non-Equity
Incentive
Discretionary Stock Option Plan All Other
Salary Bonus Awards Awards Compensation Compensation Total
Name and Principal Position Year ($) ($)(1) ($)(2) ($)(2) ($)(3) ($) ($)
Jerry C. Atkin ......... 2013 $410,000 $ 0 $322,875 $138,375 $478,028 $138,242(4) $1,487,520
Chairman and Chief 2012 $400,000 $ 0 $315,000 $170,000 $892,212 $115,183(5) $1,892,395
Executive Officer 2011 $400,000 $40,000 $300,000 $100,070 $148,000 $126,601(6) $1,114,671
Bradford R. Rich ....... 2013 $307,500 $ 0 $193,725 $ 83,025 $323,275 $112,278(7) $1,019,803
President 2011 $300,000 $ 0 $189,000 $116,500 $600,792 $ 95,232(8) $1,301,524
2011 $300,000 $23,000 $180,000 $ 60,042 $118,500 $ 97,857(9) $ 779,399
Russell A. Childs ....... 2013 $260,400 $ 0 $164,052 $ 70,308 $328,781 $100,377(10) $ 923,918
President and Chief 2012 $254,000 $ 0 $160,020 $ 98,580 $509,451 $ 90,249(11) $1,112,300
Operating Officer— 2011 $254,000 $ 0 $152,400 $ 50,836 $156,500 $ 89,179(12) $ 702,915
SkyWest Airlines, Inc.
Bradford R. Holt ....... 2013 $260,400 $80,000 $164,052 $ 70,308 $220,298 $ 96,318(13) $ 891,376
President and Chief 2012 $254,000 $ 0 $160,020 $ 98,580 $517,938 $ 78,184(14) $1,108,722
Operating Officer— 2011 $254,000 $20,000 $152,400 $ 50,836 $ 82,000 $ 80,521(15) $ 639,757
ExpressJet
Michael J. Kraupp ...... 2013 $179,900 $ 0 $ 70,521 $ 30,223 $131,975 $ 54,755(16) $ 467,374
Chief Financial Officer 2012 $175,500 $ 0 $ 68,796 $ 29,484 $216,646 $ 52,793(17) $ 543,219
And Treasurer 2011 $172,000 $ 4,200 $ 62,350 $ 62,387 $ 71,505 $ 44,923(18) $ 417,365
(1) Column (d) shows discretionary bonuses approved by the Compensation Committee and earned by Messrs. Atkin,
Rich, Holt and Kraupp. No discretionary bonuses were earned by the Executives in 2012.
(2) These columns show the full grant date fair market value of the options granted as computed under ASC Topic 718
and the expense attributable to restricted stock unit awards (excluding estimates for forfeitures in case of awards
with service-based vesting). These amounts do not reflect the extent to which the Executive realized an actual
financial benefit from the awards. 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, 2013 which
are included in the Company’s Annual Report on Form 10-K filed with the Securities and Exchange Commission.
(3) The amounts in column (g) include the annual performance bonus amounts earned in the year indicated based on
performance in that year and paid in the subsequent year. As described in the section entitled ‘‘Compensation
Discussion and Analysis’’ above, annual performance bonuses payable to the Executives are calculated based upon
the financial performance of the Company or its subsidiaries and also the achievement of individual goals. The
target amount of each Executive’s annual performance bonus opportunity for 2013 is reported in the ‘‘Grants of
Plan-Based Awards for 2013’’ table below, and included in the applicable amount shown in the column(c) of that
table. The amounts of such annual performance bonuses, excluding discretionary bonuses reported in column (d),
actually earned in 2013 and paid in 2014 were: Mr. Atkin—$247,763; Mr. Rich—$184,900; Mr. Childs—$211,601;
Mr. Holt—$103,118. The actual amount of Mr. Kraupp’s annual performance bonus earned for 2013 was $81,603.
Mr. Kraupp’s annual performance bonus is paid quarterly rather than annually. The amounts in column (g) also
include the amounts of performance unit awards granted in 2013 and earned based on 2013 adjusted pretax earnings
of the Company, but payable in cash in 2016 and subject to forfeiture in the event of termination of employment
within three years of the applicable date of grant in 2013. The target amount for each Executive’s performance unit
grant for 2013 is reported in the ‘‘Grants of Plan-Based Awards for 2013’’ table below, and included in the
applicable amount shown in the column(c) of that table. The amounts of those performance unit awards actually
earned for 2013 were Mr. Atkin—$230,265; Mr. Rich—$138,375; Mr. Childs—$117,180; Mr. Holt—$117,180 and
Mr. Kraupp—$50,372.
(4) All other compensation for Mr. Atkin for 2013 consists of $112,695 of employer credits under the SkyWest Deferred
Compensation Plan attributable to compensation earned for 2013; $3,992 in employer-paid health insurance
premiums; $15,761 for a personal vehicle lease; $4,362 for personal use of the Company’s recreational equipment;
and $1,432 in discretionary matching contributions under the SkyWest 401(k) Plan.
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