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Notice of 2015 Annual Meeting and Proxy Statement
2014 ANNUAL REPORT

Table of contents

  • Page 1
    2014 ANNUAL REPORT Notice of 2015 Annual Meeting and Proxy Statement

  • Page 2
    ... Gillette Rapid City Eugene Redmond/Bend Halifax North Bend Pocatello Casper Boise Cody Sun Valley Idaho Falls Jackson Hole Medford Twin Falls Crescent City Rock Springs Laramie Hayden/Steamboat Springs Denver Aspen Colorado Springs Eureka/Arcata Salt Lake City Vernal Grand Junction Moab...

  • Page 3
    ...the top performance quartile among the competition in Q3 and Q4 2014. • SkyWest settled a long-standing legal dispute with a major code-share partner. • SkyWest Airlines became certified to operate the Embraer E175 76-seat aircraft, initiating service in 2014. We expect to complete the remaining...

  • Page 4
    ... transition costs related to pilot training and other EMB 120 wind-down activities in 2015. Successfully transitioning SkyWest Airlines to an all-jet fleet is also a key objective in 2015. In 2015, various aircraft are scheduled for contract terminations under our fixed-fee flying agreements with...

  • Page 5
    ... best in their crafts, and we appreciate their hard work and dedication to providing a quality product for our customers. Their contributions are fundamental to SkyWest's success. 13MAR200820562581 Jerry C. Atkin Chairman and CEO SkyWest, Inc. 6MAR201519070928 Russell A. ''Chip'' Childs President...

  • Page 6
    ... year ended December 31, 2014 OR អ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 0-14719 SKYWEST, INC. Incorporated under the Laws of Utah 444 South River Road St. George, Utah 84790 (435) 634-3000...

  • Page 7
    ..., Executive Officers and Corporate Governance ...Item 11. Executive Compensation ...Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters ...Item 13. Certain Relationships and Related Transactions ...Item 14. Principal Accountant Fees and Services...

  • Page 8
    ...Delta''), United Air Lines, Inc. (''United''), US Airways Group, Inc. (''US Airways''), American Airlines, Inc. (''American'') or Alaska Airlines, Inc. (''Alaska''), respectively. SkyWest Airlines and ExpressJet generally provide regional flying to our partners under long-term, fixed-fee code-share...

  • Page 9
    ... executive offices are located at 444 South River Road, St. George, Utah 84790, and our primary telephone number is (435) 634-3000. We maintain an Internet web site at www.skywest.com. Our website provides a link to the web site of the SEC, through which our annual, quarterly and current reports...

  • Page 10
    ... scheduled departures as of December 31, 2014, of which approximately 607 were Delta Connection flights, 1,138 were United Express flights and 93 were American Eagle flights. As of December 31, 2014, ExpressJet operated a fleet of 385 aircraft consisting of the following: CRJ200 ERJ145 ERJ135 CRJ700...

  • Page 11
    ...to on-time arrival and departure statistics, low rates of flight cancellation, baggage handling performance and the overall image of the regional airline. The principal competitive factors for code-share partner regional airlines are code-share agreement terms, customer service, aircraft types, fare...

  • Page 12
    ... the code-share partner. For example, SkyWest Airlines primarily operates as United Express out of Chicago (O'Hare), Denver, Houston, Los Angeles and San Francisco; as Delta Connection out of Salt Lake City, Detroit and Minneapolis; as an Alaska carrier out of Seattle and Portland; as a US Airways...

  • Page 13
    ... two-letter flight designator codes (''DL,'' ''UA'' ''AA'', ''AS'' or ''US,'' respectively) in the central reservation systems, and generally require us to paint our aircraft with their colors and logos and to market our status as Delta Connection, United Express, American Eagle, US Airways Express...

  • Page 14
    ... SkyWest Airlines Pro-rate Agreement (revenue-sharing agreement) • EMB 120-6 • CRJ 200-10 • Terminates with 30-day notice • None • None • Pro-rata sharing of the passenger fare revenue • Fuel • Engine Maintenance • Landing fees, Station Rents, De-ice Insurance • Performance...

  • Page 15
    ...lessors SkyWest Airlines United Express Pro-rate Agreement (revenue-sharing arrangement) • CRJ 200-21 • EMB 120-12 • Terminates with 120-day notice • None • None • Pro-rata sharing of the passenger fare revenue • Fuel • Landing fees, Station Rents, Deice • Insurance • Performance...

  • Page 16
    ... under contract SkyWest Airlines American Pro-rate Agreement (revenue-sharing agreement) ExpressJet American Agreement (fixed-fee agreement) • CRJ 200-11 • Terminates 2017 • Upon expiration, aircraft may be renewed or extended • Fuel • Landing fees, Station Rents, De-ice • Insurance...

  • Page 17
    ... Bankruptcy Code) or if either party makes an assignment for the benefit of creditors; or • if ExpressJet fails to maintain competitive base rate costs (provided, however, that ExpressJet has the right to adjust its rates prior to any such termination). SkyWest Airlines United Express Agreements...

  • Page 18
    ... of the aircraft subject to the agreement. The SkyWest Airlines United Express Agreements have a latest scheduled termination date in 2026. The SkyWest Airlines United Express Agreements are subject to early termination in various circumstances including: • if SkyWest Airlines or United fails to...

  • Page 19
    ...United Express CRJ Agreement. The ExpressJet United CRJ Agreement terminates in March 2015. SkyWest Airlines American Agreement On September 11, 2012, SkyWest Airlines and American entered into the SkyWest Airlines American Agreement. The SkyWest Airlines American Agreement is scheduled to terminate...

  • Page 20
    ... fiscal year ended December 31, 2014, included in Item 8 of this Report, for financial information regarding our business segments. Training and Aircraft Maintenance SkyWest Airlines and ExpressJet employees perform substantially all routine airframe and engine maintenance and periodic inspection of...

  • Page 21
    ... union affiliations prior to the ExpressJet Combination. Approximate Number of Active Employees Represented Employee Group Representatives Status of Agreement Atlantic Southeast Pilots ...Atlantic Southeast Flight Attendants . . Atlantic Southeast Flight Controllers Atlantic Southeast Mechanics...

  • Page 22
    ... and affect our financial performance. As of December 31, 2014, SkyWest and SkyWest Airlines collectively employed 9,642 full-time equivalent employees, consisting of 6,209 pilots and flight attendants, 1,743 customer service personnel, 1,497 mechanics and other maintenance personnel, and 193...

  • Page 23
    ... future safety and security requirements. Insurance SkyWest, SkyWest Airlines and ExpressJet maintain insurance policies we believe are of types customary in the industry and in amounts we believe are adequate to protect against material loss. These policies principally provide coverage for public...

  • Page 24
    ... pre-determined rates contemplated by our code-share agreements will be higher than the costs SkyWest Airlines and ExpressJet will incur to provide the services required under their respective agreements. Labor and labor-related expenses, including crew training, and certain maintenance expenses are...

  • Page 25
    ... our business. Our business is labor intensive, requiring large numbers of pilots, flight attendants, mechanics and other personnel. Labor costs constitute a significant percentage of our total operating costs. For example, during the year ended December 31, 2014, our salary, wage and benefit costs...

  • Page 26
    ... our financial condition. The Airline Safety and Pilot Training Improvement Act of 2009 (the ''Improvement Act'') became effective in August 2013. The Improvement Act added new certification requirements for entry-level commercial pilots, requires additional emergency training for airline personnel...

  • Page 27
    ... may terminate the SkyWest Airlines and ExpressJet United Express Agreements due to an uncured breach by SkyWest Airlines or ExpressJet of certain operational or performance provisions, including measures and standards related to flight completions, baggage handling and on-time arrivals. The current...

  • Page 28
    ... related to flight completions and on-time arrivals. We currently use the systems, facilities and services of Delta and United to support a significant portion of our operations, including airport and terminal facilities and operations, information technology support, ticketing and reservations...

  • Page 29
    ... or divert cash flows from operations and expansion plans to service the fixed obligations. Our anticipated fleet replacement would require a significant increase in our leverage and the related cash requirements. We currently have 246 CRJ200s with an average life of 12.9 years, 226 ERJ145s with...

  • Page 30
    ... debt service payments related to our existing or anticipated future obligations. Even if we meet all required debt, lease and purchase obligations, the size of these long-term obligations could negatively affect our financial condition, results of operations and the price of our common stock in...

  • Page 31
    ..., Detroit, San Francisco, Salt Lake City, Chicago, Denver, Houston, Washington, D.C., Newark, Cleveland and the Pacific Northwest. Nearly all of our flights either originate from or fly into one of these hubs. Our revenues depend primarily on our completion of flights and secondarily on service...

  • Page 32
    ... our flight costs, which could exceed the reimbursed rates paid by our major partners. Continued reduced utilization levels of our aircraft or other changes to our schedules under our code-share agreements would adversely impact our financial results. There are long-term risks related to supply...

  • Page 33
    ... have difficulty replacing management or other key personnel who cease to be employed by us and, therefore, the loss of the services of any of these individuals could harm our business. We do not maintain key-person insurance on any of our executive officers. Risks Related to the Airline Industry We...

  • Page 34
    ... to provide service to passengers occupying otherwise unsold seats. Increased fare competition could adversely affect our operations and the price of our common stock. The airline industry has undergone substantial consolidation, including the merger between American and US Airways in 2013, United...

  • Page 35
    ... coverage would harm our operational and financial results. Moreover, any aircraft accident or incident, even if fully insured, could cause a public perception that our operations are less safe or reliable than other airlines. Risks Related to Our Common Stock We can issue additional shares without...

  • Page 36
    ... Flight Equipment As of December 31, 2014, our fleet consisted of the following types of owned and leased aircraft: Number of Owned Aircraft Number of Leased Aircraft Passenger Capacity Scheduled Flight Range (miles) Average Cruising Speed (mph) Average Age (years) Aircraft Type CRJ200s . CRJ700s...

  • Page 37
    ... located in St. George, Utah, which consist of two adjacent buildings of 63,000 and 55,000 square feet, respectively. SkyWest Airlines Facilities • SkyWest Airlines leases a 221,000 square foot facility at the Salt Lake International Airport. This facility consists of a 98,000 square-foot aircraft...

  • Page 38
    ... aircraft maintenance facility in Palm Springs, California. • SkyWest Airlines owns a 55,000 square-foot hangar and a 46,000 square-foot office facility in Colorado Springs, Colorado. • SkyWest Airlines leases a 42,000 square-foot maintenance hangar facility in South Bend, Indiana. • SkyWest...

  • Page 39
    ...City, Missouri. The lease agreement is scheduled to expire on November 30, 2016. • ExpressJet subleases 12,000 square-feet of hangar space in Detroit, Michigan. The term of the sublease agreement is on a rolling 90-day basis. Our management deems the current facilities of SkyWest, SkyWest Airlines...

  • Page 40
    ... our common stock is Zions First National Bank, Salt Lake City, Utah. Dividends During 2014 and 2013, our Board of Directors declared regular quarterly dividends of $0.04 per share. Securities Authorized for Issuance Under Equity Compensation Plans The following table contains information regarding...

  • Page 41
    ... Stock Exchange. The members of the Peer Group are: Alaska Air Group, Inc.: Allegiant Travel Co.; American Airlines Group, Inc.; Delta Air Lines, Inc.; Hawaiian Holdings, Inc.; JetBlue Airways Corp.; Republic Airways, Holdings Inc.; SkyWest, Inc.; Southwest Airlines Co.; Spirit Airlines Inc.; United...

  • Page 42
    ...Data 2014 2013 Year Ended December 31, 2012 2011 2010 Block hours ...Departures ...Passengers carried ...Revenue passenger miles (000) ...Available seat miles (000) ...Revenue per available seat mile ...Cost per available seat mile ...Average passenger trip length ...Number of operating aircraft at...

  • Page 43
    ...3,600 total daily departures to destinations in the United States, Canada, Mexico and the Caribbean. As of December 31, 2014, we had a combined fleet of 749 aircraft consisting of the following: CRJ200 CRJ700 CRJ900 ERJ135 ERJ145 E175 EMB120 Total United ...Delta ...American ...US Airways ...Alaska...

  • Page 44
    ... in this Report. The third item is the compensation we receive for engine maintenance under our fixed-fee arrangements. Under our United CRJ and E175 contracts, American, US Airways and Alaska fixed-fee contracts, a portion of our compensation is based upon fixed hourly rates the aircraft is in...

  • Page 45
    ...-cancelled flights. The decrease in block hour production from 2013 to 2014 was significantly concentrated in the ExpressJet ERJ145 aircraft type, which has a lower revenue per block hour than our other flying contracts, as the aircraft lease payments are paid directly by the major airline partner...

  • Page 46
    ... 31, 2013. The increase in salaries, wages and employee benefit expenses was primarily due to increased pilot costs associated with the implementation of the Airline Safety and Pilot Training Improvement Act of 2009 (the ''Improvement Act''), which had a negative effect on pilot scheduling and work...

  • Page 47
    ... to operate 12 additional used CRJ200 aircraft that SkyWest Airlines intends to lease from Delta. The aircraft deliveries started December 2014 and are scheduled to continue through the second quarter of 2015. Critical Accounting Policies Our significant accounting policies are summarized in Note...

  • Page 48
    ... the engine maintenance costs as flight hours are incurred on the engines and using the contractual rate set forth in the agreement. Aircraft Leases The majority of SkyWest Airlines' aircraft are leased from third parties, while the majority of ExpressJet's aircraft flying for Delta and American are...

  • Page 49
    ... estimated fair market value. Stock-Based Compensation Expense We estimate the fair value of stock options as of the grant date using the Black-Scholes option pricing model. We use historical data to estimate option exercises and employee termination in the option pricing model. The expected term of...

  • Page 50
    ...from Contracts with Customers'' (ASU No. 2014-09). Under ASU No. 2014-09, revenue is recognized at the time a good or service is transferred to a customer for the amount of consideration received for that specific good or service. ASU 2014-09 is effective for annual reporting periods beginning after...

  • Page 51
    ... 2014, as compared to the year ended December 31, 2013, due primarily to (i) our major partners purchasing an increased volume of fuel, landing fees and station rents directly from vendors on flights we operated under our code-share agreements and (ii) a reduction in the number of engine maintenance...

  • Page 52
    ... $ Change % Change 2014 Cents Amount Amount Percent Per ASM 2013 Cents Per ASM Salaries, wages and benefits ...Aircraft maintenance, materials and repairs ...Aircraft rentals ...Depreciation and amortization . Aircraft fuel ...Ground handling services ...Special items ...Station rentals and landing...

  • Page 53
    ... outsourced customer service and ramp functions at airport locations serving our pro-rate operations. Special items. Special items for the year ended December 31, 2014 included impairment charges to write-down owned EMB120 aircraft, including capitalized engine overhaul costs, and related long-lived...

  • Page 54
    ... 31, 2014, compared to the year ended December 31, 2013. The decrease in station rentals and landing fees expense was primarily due to our major partners paying for an increased amount of station rents and landing fees directly to the applicable airports related to our contract flying arrangements...

  • Page 55
    ... basis of our internal financial reporting: SkyWest Airlines and ExpressJet. The following table sets forth our segment data for the years ended December 31, 2014 and 2013 (in thousands): 2014 Amount 2013 Amount $ Change Amount % Change Percent Operating Revenues: SkyWest Airlines operating revenue...

  • Page 56
    ... on leased aircraft and related costs. • SkyWest Airlines airline expense included an increase in salaries, wages and employee benefits of $41.1 million, or 7.2%, for the 2014 year compared to the 2013 year, primarily due to direct labor costs associated with our increased pro-rate and E175...

  • Page 57
    ...31, 2013, from the year ended December 31, 2012, due primarily (i) to our major partners purchasing an increased volume of fuel, landing fees and station rents directly from vendors on flights we operated under our code-share agreements and (ii) a reduction in the number of engine maintenance events...

  • Page 58
    ... 31, 2012. The increase in salaries, wages and employee benefits was primarily due to an increase in crew and mechanic wages attributable to increased departures and block-hour production and due to an increase in health insurance and workers compensation expenses. Aircraft maintenance, materials...

  • Page 59
    ... due to our major partners paying for certain station rents and landing fees directly to the applicable airports, rather than requiring us to make those payments and obtain reimbursement from our major partners. Ground handling service. Ground handling service expense increased $4.0 million, or...

  • Page 60
    ...indicated (dollar amounts in thousands). 2013 For the year ended December 31, 2012 $ Change % Change Total airline expense ...Less: Fuel expense ...Less: Engine overhauls Directly-Reimbursed Engine Contracts ...Less: CRJ200 engine overhauls reimbursed at fixed hourly rate ... ... $3,213,272 193,513...

  • Page 61
    ...-Rate Engine Contracts decreased $18.1 million, or 37.6%, during the year ended December 31, 2013, compared to the year ended December 31, 2012. The decrease in CRJ200 engine overhaul expense was primarily due to a reduction in the number of scheduled engine maintenance events. • SkyWest Airlines...

  • Page 62
    ...scheduled maintenance events and the replacement and repair of aircraft parts and components. • SkyWest Airlines' ground handling service expense increased $9.3 million, or 12.6%, during the year ended December 31, 2013, compared to the year ended December 31, 2012. The increase in ground handling...

  • Page 63
    ... during 2014. The remaining change in cash flows from financing activities was primarily due to increased principal payments on long-term debt and a reduction in treasury stock purchase activity. Sources and Uses of Cash-2013 Compared to 2012 Cash Position and Liquidity. The following table provides...

  • Page 64
    ...and scheduled lease payments and debt service obligations for at least the next 12 months. At December 31, 2014, our total capital mix was 47.7% equity and 52.3% long-term debt, compared to 52.6% equity and 47.4% long-term debt at December 31, 2013. As of December 31, 2014 and 2013, SkyWest Airlines...

  • Page 65
    ... the applicable aircraft leases, the present value of these lease obligations would have been equal to approximately $1.3 billion at December 31, 2014. Long-term Debt Obligations As of December 31, 2014, we had $1.7 billion of long-term debt obligations related to the acquisition of CRJ200, CRJ700...

  • Page 66
    ... acquire these aircraft. To the extent we place these aircraft in service under our code-share agreements with Delta, United, or other carriers, our code-share agreements currently provide that reimbursement rates will be adjusted higher or lower to reflect changes in our aircraft rental rates. 61

  • Page 67
    ... rate securities, including our methodology for estimating their fair value, see Note 6 to our consolidated financial statements appearing in Item 8 of this Report. ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA The information set forth below should be read together with the ''Management...

  • Page 68
    ...31, 2014, based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) and our report dated February 18, 2015 expressed an unqualified opinion thereon. /s/ Ernst & Young LLP Salt Lake City, Utah...

  • Page 69
    SKYWEST, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (Dollars in thousands) ASSETS December 31, 2014 December 31, 2013 CURRENT ASSETS: Cash and cash equivalents Marketable securities ...Restricted cash ...Income tax receivable ...Receivables, net ...Inventories, net ...Prepaid aircraft rents...

  • Page 70
    ...SHEETS (Continued) (Dollars in thousands) LIABILITIES AND STOCKHOLDERS' EQUITY December 31, 2014 December 31, 2013 CURRENT LIABILITIES: Current maturities of long-term debt . Accounts payable ...Accrued salaries, wages and benefits . Accrued aircraft rents ...Taxes other than income taxes ...Other...

  • Page 71
    ..., 2013 2012 2014 OPERATING REVENUES: Passenger ...Ground handling and other ...Total operating revenues ...OPERATING EXPENSES: Salaries, wages and benefits ...Aircraft maintenance, materials and repairs Aircraft rentals ...Depreciation and amortization ...Aircraft fuel ...Ground handling services...

  • Page 72
    ... and issuance of restricted stock ...Sale of common stock under employee stock purchase plan ...Stock based compensation expense related to the issuance of stock options and restricted stock ...Tax benefit from exercise of common stock options . . Treasury stock purchases ...Cash dividends declared...

  • Page 73
    ...(In thousands) Year Ended December 31, 2014 2013 2012 CASH FLOWS FROM OPERATING ACTIVITIES: Net income (loss) ...Adjustments to reconcile net income (loss) to net cash provided by operating activities: Depreciation and amortization ...Stock based compensation expense ...Loss on sale of property and...

  • Page 74
    ...American''). As of December 31, 2014, SkyWest Airlines operated as a Delta Connection carrier in Salt Lake City and Minneapolis, a United Express carrier in Los Angeles, San Francisco, Denver, Houston, Chicago and the Pacific Northwest, an Alaska carrier in Seattle/ Tacoma and Portland, a US Airways...

  • Page 75
    ...December 31, 2014, through the filing date of the Company's annual report with the U.S. Securities and Exchange Commission. Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make...

  • Page 76
    ... (1) Nature of Operations and Summary of Significant Accounting Policies (Continued) specific identification method, is recognized in other income and expense. The Company's position in marketable securities as of December 31, 2014 and 2013 was as follows (in thousands): Gross unrealized holding...

  • Page 77
    ... lives of the corresponding fleet types and salvage values. The inventory allowance as of December 31, 2014 and 2013 was $11.6 million and $10.1 million, respectively. These allowances are based on management estimates, which can be modified based on future changes in circumstances. Property and...

  • Page 78
    ... during the year ended December 31, 2014 related to the write-down of the Saltillo, Mexico paint facility and related assets. The Company did not impair its long-lived assets during 2013 or 2012. Capitalized Interest Interest is capitalized on aircraft purchase deposits as a portion of the cost...

  • Page 79
    ...as ''fixed-fee arrangements, ''contract flying'' or ''capacity purchase agreements'') with Delta, United, US Airways, American and Alaska, the major airline generally pays the Company a fixed-fee for each departure, flight or block time incurred, and an amount per aircraft in service each month with...

  • Page 80
    ... Maintenance • Landing fees, Station Rents, Deice • Insurance Performance Incentive Structure • No financial performance based incentives Agreement SkyWest Airlines Delta Connection Agreement (fixed-fee arrangement) Payment Structure • Rate per block hour, per departure and per aircraft...

  • Page 81
    ... 31, 2014 (1) Nature of Operations and Summary of Significant Accounting Policies (Continued) Number of aircraft under contract • CRJ 200-59 • CRJ 700-41 • CRJ 900-28 Pass-through costs or costs paid directly by major partner • Fuel • Engine Maintenance • Landing fees, Station Rents...

  • Page 82
    ... Fuel • Landing fees, Station Rents, Deice • Insurance • Performance based incentives • Rate per block hour, per departure and per aircraft under contract SkyWest Airlines United Express Pro-rate Agreement (revenue-sharing arrangement) • CRJ 200-21 • EMB 120-12 • Terminates with...

  • Page 83
    ...contract SkyWest Airlines American Pro-rate Agreement (revenue-sharing agreement) ExpressJet American Agreement (fixed-fee agreement) • CRJ 200-11 • Terminates 2017 • Upon expiration, aircraft may be renewed or extended • Fuel • Landing fees, Station Rents, Deice • Insurance • None...

  • Page 84
    ...2014 (1) Nature of Operations and Summary of Significant Accounting Policies (Continued) Under the Company's fixed-fee agreements with Delta, United, Alaska, US Airways and American, the compensation structure generally consists of a combination of agreed-upon rates for operating flights and direct...

  • Page 85
    ... Summary of Significant Accounting Policies (Continued) The calculation of the weighted average number of common shares outstanding for Basic EPS and Diluted EPS are as follows for the years ended December 31, 2014, 2013 and 2012 (in thousands): Year Ended December 31, 2014 2013 2012 Numerator: Net...

  • Page 86
    ...of long-term debt as of December 31, 2013 was $1,509.2 million as compared to the carrying amount of $1,470.6 million as of December 31, 2013. Segment Reporting Generally accepted accounting principles require disclosures related to components of a company for which separate financial information is...

  • Page 87
    ... its two subsidiaries, SkyWest Airlines and ExpressJet. Corporate overhead expense incurred by the Company is allocated to the operating expenses of its two operating subsidiaries. The following represents the Company's segment data for the years ended December 31, 2014, 2013 and 2012 (in thousands...

  • Page 88
    ... INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) DECEMBER 31, 2014 (2) Segment Reporting (Continued) Year ended December 31, 2012 SkyWest Airlines ExpressJet Other Consolidated Operating revenues ...Operating expense ...Depreciation and amortization expense ...Interest...

  • Page 89
    ...December 31, 2014 and 2013, SkyWest Airlines had no amount outstanding under the facility. The facility expires on March 31, 2015 and has a variable interest rate of Libor plus 3.0%. As of December 31, 2014 and 2013, the Company had $79.9 million and $88.5 million, respectively, in letters of credit...

  • Page 90
    ... ended December 31, 2014 2013 2012 Computed provision (benefit) for income taxes at the statutory rate ...Increase (decrease) in income taxes resulting from: State income tax provision (benefit), net of federal income tax benefit Non-deductible expenses ...Valuation allowance changes affecting the...

  • Page 91
    ...of Significant Accounting Policies). The Company's valuation allowance is related to certain deferred tax assets with a limited carry forward period. The Company does not anticipate utilizing these deferred tax assets prior to the lapse of the carry forward period. At December 31, 2014 and 2013, the...

  • Page 92
    ... leases 554 aircraft, as well as airport facilities, office space, and various other property and equipment under non-cancelable operating leases which are generally on a long-term net rent basis where the Company pays taxes, maintenance, insurance and certain other operating expenses applicable to...

  • Page 93
    ... union affiliations prior to the ExpressJet Combination. Approximate Number of Active Employees Represented Employee Group Representatives Status of Agreement Atlantic Southeast Pilots ...Atlantic Southeast Flight Attendants ...Atlantic Southeast Flight Controllers Atlantic Southeast Mechanics...

  • Page 94
    SKYWEST, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) DECEMBER 31, 2014 (5) Commitments and Contingencies (Continued) Between December 2013 and January 2014, the Airline Pilots Association International (''ALPA''), which represents the Atlantic Southeast pilot and ...

  • Page 95
    ...discounted cash flow valuation methodology for auction rate securities. Accordingly, for purposes of the foregoing consolidated financial statements, these securities were categorized as Level 3 securities. The Company's ''Marketable Securities'' classified as Level 2 primarily utilize broker quotes...

  • Page 96
    ...$2,245 - 64 - - $2,309 Balance at December 31, 2014 ...(7) Investment in Other Companies In 2012, the Company sold its 20% interest in TRIP to Trip Investimentos Ltda. (''Trip Investimentos'') for $42 million. The purchase price was scheduled to be paid in three installments over a two-year period...

  • Page 97
    ... existing EMB120 pilots to operate CRJ or E175 aircraft, and the uncertainty related to the number of qualified pilots available for hire, combined with the overall age and increased operating costs of the Company's EMB120 fleet. These special items are reflected in the SkyWest Airlines operating...

  • Page 98
    ... any conversion privileges. Stock Compensation On May 4, 2010, the Company's shareholders approved the adoption of the SkyWest Inc. 2010 Long-Term Incentive Plan, which provides for the issuance of up to 5,150,000 shares of common stock to the Company's directors, employees, consultants and advisors...

  • Page 99
    ...value of $12.10. The following table summarizes the activity of restricted stock units granted to employees and fully-vested common shares granted to the Company's directors as of December 31, 2014, 2013 and 2012: Number of Shares Weighted-Average Grant-Date Fair Value Non-vested Granted . . Vested...

  • Page 100
    SKYWEST, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) DECEMBER 31, 2014 (9) Capital Transactions (Continued) As of December 31, 2014, the Company had $4.0 million of total unrecognized compensation cost related to non-vested stock options and non-vested restricted ...

  • Page 101
    ...December 31, 2014, 2013 and 2012, respectively. ExpressJet and Atlantic Southeast Retirement Plan ExpressJet (formerly Atlantic Southeast) sponsors the Atlantic Southeast Airlines, Inc. Investment Savings Plan (the ''Atlantic Southeast Plan''). Employees who have completed 90 days of service and are...

  • Page 102
    ... 2009 Stock Purchase Plan at any time upon written notice. The following table summarizes purchases made under the 2009 Employee Stock Purchase Plans during the years ended December 31, 2014, 2013 and 2012: Year Ended December 31, 2014 2013 2012 Number of shares purchased ...Average price of shares...

  • Page 103
    ...'s common stock in the public market since 2007. Effective September 14, 2012, the Company's Board of Directors adopted the SkyWest, Inc. 2012 Stock Repurchase Plan (the ''Stock Repurchase Plan''), which provided for the repurchase of up to 5,044,516 shares of common stock, from time to time in open...

  • Page 104
    SKYWEST, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) DECEMBER 31, 2014 (13) Quarterly Financial Data (Unaudited) (Continued) Year Ended December 31, 2013 Second Third Fourth Quarter Quarter Quarter First Quarter Year Operating revenues ...Operating income ...Net ...

  • Page 105
    ... that information we are required to disclose in the reports we file or submit under the Exchange Act is accumulated and communicated to our management, including our Chief Executive Officer and Chief Accounting Officer, as appropriate to allow timely decisions regarding required disclosure. Changes...

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    ... income (loss), stockholders' equity, and cash flows for each of the three years in the period ended December 31, 2014 of SkyWest, Inc. and subsidiaries and our report dated February 18, 2015 expressed an unqualified opinion thereon. /s/ Ernst & Young LLP Salt Lake City, Utah February 18, 2015 101

  • Page 107
    ...'' and ''Fees Paid to Independent Registered Public Accounting Firm'' PART IV ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES (a) Documents Filed: 1. Financial Statements: Reports of Independent Auditors, Consolidated Balance Sheets as of December 31, 2014 and 2013, Consolidated Statements...

  • Page 108
    ... 2003, between United Air Lines, Inc., and SkyWest Airlines, Inc. Stock Option Agreement dated January 28, 1987 between Delta Air Lines, Inc. and SkyWest, Inc. Lease Agreement dated December 1,1989 between Salt Lake City Corporation and SkyWest Airlines, Inc. Master Purchase Agreement dated November...

  • Page 109
    ..., Inc. 2009 Employee Stock Purchase Plan Capacity Purchase Agreement, dated November 12, 2010, by and among ExpressJet Airlines, Inc. and Continental Airlines, Inc. Aircraft Purchase Agreement, dated December 7, 2012, between Mitsubishi Aircraft Corporation and SkyWest Inc. Letter Agreement dated...

  • Page 110
    ... No. 1 to Current Report on Form 8-K/A filed on June 25, 2013 (14) Incorporated by reference to the exhibits to Registrant's Annual Report on Form 10-K filed on February 24, 2012 (15) Incorporated by reference to the exhibits to Registrant's Quarterly Report on Form 10-Q filed on August 7, 2013, as...

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    ...express an opinion based on our audits. In our opinion, the financial statement schedule referred to above, when considered in relation to the basic financial statements taken as a whole, presents fairly in all material respects the information set forth therein. /s/ Ernst & Young LLP Salt Lake City...

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    SKYWEST, INC. AND SUBSIDIARIES SCHEDULE II-VALUATION AND QUALIFYING ACCOUNTS For the Years Ended December 31, 2014, 2013 and 2012 (Dollars in thousands) Balance at Beginning of Year Additions Charged to Costs and Expenses Description Deductions Balance at End of Year Year Ended December 31, 2014...

  • Page 113
    ...duly authorized, on February 18, 2015. SKYWEST, INC. By: /s/ ERIC J. WOODWARD Eric J. Woodward Chief Accounting Officer (Principal Accounting Officer) ADDITIONAL SIGNATURES Pursuant to the requirement of the Securities Act of 1934, as amended, this Annual Report on Form 10-K has been signed below...

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    ... Capacities Date /s/ RONALD J. MITTELSTAEDT Ronald J. Mittelstaedt Director February 18, 2015 /s/ ROBERT G. SARVER Robert G. Sarver Director February 18, 2015 /s/ KEITH E. SMITH Keith E. Smith Director February 18, 2015 /s/ JAMES L. WELCH James L. Welch Director February 18, 2015 109

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    SkyWest, Inc. 444 South River Road ɀ St. George, UT 84790 March 18, 2015 Dear Shareholder: You are invited to attend the Annual Meeting of Shareholders of SkyWest, Inc. scheduled to be held at 11:00 a.m., Tuesday, May 5, 2015, at our headquarters located at 444 South River Road, St. George, Utah, ...

  • Page 116
    SkyWest, Inc. 444 South River Road ɀ St. George, UT 84790 NOTICE OF THE ANNUAL MEETING OF SHAREHOLDERS OF SKYWEST, INC. Date: Time: Place: Tuesday, May 5, 2015 11:00 a.m., Mountain Daylight Time (MDT) SkyWest, Inc. Headquarters 444 South River Road St. George, Utah 84790 1. To elect eight directors...

  • Page 117
    ...of Certain Beneficial Owners ...Proposal 2-Advisory Vote on Executive Compensation ...Proposal 3-Ratification of Appointment of Independent Registered Public Accounting Firm ...Audit and Finance Committee Disclosure ...Fees Paid to Independent Registered Public Accounting Firm ...Report of the Audit...

  • Page 118
    ... Solicitation This Proxy Statement, the accompanying Notice of Annual Meeting, proxy card and the Annual Report to Shareholders of SkyWest, Inc. (the ''Company'' or ''SkyWest'') are being mailed on or about March 18, 2015. The Board of Directors of the Company (the ''Board'') is soliciting your...

  • Page 119
    ... next annual meeting of the Company's shareholders. Proposal 2-FOR the non-binding resolution to approve the compensation of the Company's named executive officers. Proposal 3-FOR the ratification of the appointment of Ernst & Young, LLP as the Company's independent registered public accounting firm...

  • Page 120
    ..., the 2014 Annual Report to Shareholders and a form of proxy card or voting instruction card. All shareholders who do not receive a Notice will receive a paper copy of the proxy materials by mail. The Company believes this process will allow it to provide its shareholders with the information they...

  • Page 121
    ... and Ms. Billson's departures. As a result of that search, the Nominating and Corporate Governance Committee identified Mr. Roberts as a possible candidate to serve as a director of the Company. After further review and interviews, the Nominating and Corporate Governance Committee recommended to...

  • Page 122
    ..., including information regarding the specific experience, qualifications, attributes and skills that led the Board and its Nominating and Corporate Governance Committee to conclude that he or she should serve as a director of the Company at the present time, in light of the Company's business and...

  • Page 123
    ...The Board also believes Mr. Atkin's values and integrity are tremendous assets to the Company and its shareholders. Other Directorships: ...Mr. Atkin currently serves as a director of Zion's Bancorporation, a regional bank holding company based in Salt Lake City, Utah (''Zions''). Experience: ... 6

  • Page 124
    ..., awards and other forms of recognition in the accounting profession, his extensive training in accounting practices and fraud detection, and his outstanding past service on the Board. Other Directorships: ...Mr. Albrecht currently serves as a director of Red Hat, Inc. and Cypress Semiconductor. 7

  • Page 125
    ...who possesses the unique ability to apply his academic thought and studies to the practical day-to-day challenges of the Company's operations. His thoughtful application of business and legal principles has been a valuable contribution to his service as the Chairman of the Compensation Committee. 8

  • Page 126
    ... Stock Exchange. Mr. Mittelstaedt holds a bachelor's degree in Business Economics and Finance from the University of California-Santa Barbara. The Board recognizes Mr. Mittelstaedt's expertise in making large capital equipment decisions, extensive experience working with groups of diverse employee...

  • Page 127
    ...is not currently serving as a director. If Mr. Roberts is elected as a director, the Board will determine his committee assignment(s). President and Chief Executive Officer of Align Aerospace LLC, a global distributor of aerospace fasteners and other hardware, and a provider of supply chain services...

  • Page 128
    ... of Chief Executive Officer. The common stock of Boyd Gaming is traded on the New York Stock Exchange. Mr. Smith holds a bachelor's degree in Accounting from Arizona State University. He served as Chairman of the Los Angeles Branch of the Federal Reserve Bank of San Francisco from 2012 to 2014. He...

  • Page 129
    ...Governance Committee; Member of the Compensation Committee Chairman and Chief Executive Officer of Air Lease Corporation Mr. Udvar-Hazy has been engaged in aircraft leasing and finance for over 41 years. Prior to his current engagement with Air Lease Corporation, which leases and finances commercial...

  • Page 130
    ... engaged in automotive transport and management services. From 2000 until 2007, Mr. Welch served as the President and Chief Executive Officer of Yellow Transportation, an international transportation services provider. Mr. Welch has over 33 years of senior executive experience in the transportation...

  • Page 131
    ...39 is the Chief Commercial Officer of the Company, SkyWest Airlines and ExpressJet. He is responsible for the Company's contractual relationships with American, Delta, United, U.S. Airways and Alaska, development of new business opportunities with network airlines and fleet management. He also plays...

  • Page 132
    maintenance and customer service. He also oversees SkyWest Airline's operational relationships with American, Delta, United, U.S. Airways and Alaska. Mr. Thompson was initially employed with the Company in April 2001 as Operations Analyst and was later named Director of Market Planning. In 2007 he ...

  • Page 133
    ... The Company's Nominating and Corporate Governance Committee is responsible for annually reviewing with the Board the desired skills and characteristics of directors, as well as the composition of the Board as a whole. Terms and Limitations All directors currently stand for election each year...

  • Page 134
    ... Chief Executive Officer. The directors of the Company, excluding the Chief Executive Officer, review the Nominating and Corporate Governance Committee's report to assess the Chief Executive Officer's leadership in the long and short-term, as well as the Company's long-term succession plans. Annual...

  • Page 135
    ... registered public accounting firm, internal auditors and legal counsel; and • annual performance evaluations of the Company's Chief Executive Officer by the Nominating and Corporate Governance Committee. The Board believes no single leadership model is right for all companies at all times. The...

  • Page 136
    ...or Name of Individual Director(s) c/o Chief Accounting Officer SkyWest, Inc. 444 South River Road St. George, UT 84790 Code of Ethics The Company has adopted a Code of Ethics for Directors and Senior Executive Officers, which is available on the Company's website, www.SkyWest.com. The Code of Ethics...

  • Page 137
    ... execution of its responsibilities: (1) Audit and Finance, (2) Compensation, (3) Nominating and Corporate Governance and (4) Safety and Compliance. All the committees are comprised solely of non-employee, independent directors as defined by The Nasdaq Global Select Market listing standards. Charters...

  • Page 138
    ... and stock-based compensation plans, and discharge the duties imposed on the Compensation Committee by the terms of those plans; • Review and approve any severance or termination payments proposed to be made to any current or former officer of the Company; • Prepare and issue the report of...

  • Page 139
    ... other relevant biographical information and provide confirmation of the candidate's consent to serve as a director. This information should be addressed to Jerry C. Atkin, Chairman of the Board and Chief Executive Officer of the Company, 444 South River Road, St. George, Utah 84790. As contemplated...

  • Page 140
    ... functions in completing the nomination process. Compensation Committee Interlocks and Insider Participation None of the individuals who served on the Compensation Committee during the year ended December 31, 2014, was an officer or employee of the Company in 2014 or any time prior thereto. None of...

  • Page 141
    ... part, to improved planning and utilization of crews; • the Company was able to work with its major airline partners to improve long-term profitability through the accelerated retirement of unprofitable flying, extension of flying contracts at improved rates and improved operational performance...

  • Page 142
    ... to reviewing relevant information and results. When setting total compensation for each of the Executives, the Compensation Committee reviews tally sheets which show the Executive's current compensation, including base pay, annual bonus objectives, long-term, equity-based compensation objectives...

  • Page 143
    ... authority to hire and fire external compensation consultants. No Employment and Severance Agreements. The Executives do not have employment, severance or change-in-control agreements, although the vesting of stock options, restricted stock, restricted stock units and performance units generally is...

  • Page 144
    ... of the financial health of the Company and the Board believes is reflective of the Company's development of shareholder value. The Compensation Committee then considered the planned budget for the year, timing differences between the Company's actual engine overhaul expenses and the related revenue...

  • Page 145
    ...with the executive compensation programs of other regional carriers and major airlines. The 2015 annual bonus objective will be of 100% of salary for the Chief Executive Officer and President, 80% of salary for the Chief Commercial Officer, Chief Financial Officer and Chief Operating Officers of the...

  • Page 146
    ... through their May 2014 appointment as executive officers of the Company and SkyWest Airlines, respectively and at 100% of salary and targeted annual bonus following those appointments. The Compensation Committee established these annual targeted amounts to provide a competitive pay package and to...

  • Page 147
    ... exceeds the exercise price. Accordingly, stock options provide compensation only if the underlying share price increases over the option term and the Executive's employment continues through the vesting date. The size of the grant for each Executive is calculated by determining the number of shares...

  • Page 148
    ... restricted stock unit allocation of each Executive's aggregate, targeted level of long-term incentive compensation for 2014 was 35%. Performance Units-The remaining component of each Executive's 2014 annual long-term incentive award was a performance unit award payable in cash under the 2010 Plan...

  • Page 149
    ... executive compensation programs. For 2015, the total annual targeted long-term incentive grant value will be 125% of salary and targeted annual bonus for the Chief Executive Officer and President, 100% of salary and targeted annual bonus for the Chief Commercial Officer, the Chief Financial Officer...

  • Page 150
    ... Compensation Plan, for its highly compensated management employees, including Mr. Holt. Under both such deferred compensation plans (the ''Deferred Compensation Plans''), the employer credits each Executive's account with a discretionary employer contribution equal to 15% of salary and annual...

  • Page 151
    ..., the Compensation Committee may approve compensation that will not meet the requirements of Code Section 162(m) in order to ensure competitive levels of total compensation for its executive officers. Stock options and 2014 long-term performance units awarded to the Executives during 2014 were...

  • Page 152
    COMPENSATION COMMITTEE REPORT The Compensation Committee has reviewed the foregoing compensation discussion and analysis and discussed with the Company's management the information set forth herein. Based on such review and discussions with management, the Compensation Committee recommended to the ...

  • Page 153
    ... $176,125 Chief Operating Officer- SkyWest Airlines Bradford R. Holt ...2014 $260,400 Former President and Chief 2013 $260,400 Operating Officer- 2012 $254,000 ExpressJet Michael J. Kraupp ...2014 $184,400 Former Vice President and 2013 $179,900 Treasurer 2012 $175,500 (1) $330,986 $226,049 $322...

  • Page 154
    ... performance bonus is paid quarterly rather than annually. (4) All other compensation for Mr. Atkin for 2014 consists of $100,834 of employer credits under the SkyWest Deferred Compensation Plan attributable to compensation earned for 2014; $4,077 in employer-paid health insurance premiums; $11,660...

  • Page 155
    ... earned for 2012; $5,103 in employer-paid health insurance premiums; $5,309 for personal use of the Company's recreational equipment; and $1,108 in discretionary matching contributions under the SkyWest 401(k) Plan. Grants of Plan-Based Awards For 2014 The following table provides information about...

  • Page 156
    ...provides information on the year-end 2014 holdings of stock options and other stock awards (restricted stock units) by the Executives. (b) Number...(c) Number of Securities Underlying (d) Unexercised Option Options Exercise Unexercisable (#) Price ($) ... - 45,444 46,002 51,633 59,972 Michael B. Thompson . $ ...

  • Page 157
    ... units vested at his retirement. Non-Qualified Deferred Compensation for 2014 Pursuant to the SkyWest Deferred Compensation Plan and the ExpressJet Deferred Compensation Plan, covered Executives may elect prior to the beginning of each calendar year to defer the receipt of base salary and annual...

  • Page 158
    ... amounts in column (c) reflect the amounts of employer contributions credited under the applicable deferred compensation plan for 2014 at the rate of 15% of each Executive's 2014 base salary and annual bonus which was paid in 2014. The amounts reported in column (c) are also included in the amounts...

  • Page 159
    ... The amount in column (c) reflects the employer contributions credited in 2014 at the rate of 15% of Mr. Holt's 2014 base salary and 2013 annual bonus which was paid in 2014. The amount reported in column (c) is also included in the amount reported in the ''Other Compensation'' column of the Summary...

  • Page 160
    ...the existing plans and programs of the Company and its subsidiaries if an Executive's employment had terminated on December 31, 2014, or the Company had undergone a change in control on December 31, 2014. These benefits are in addition to benefits generally available to all salaried employees of the...

  • Page 161
    Deferred Compensation. If the employment of an Executive were terminated on December 31, 2014, the Executive would have become entitled to receive the balance in his account under the applicable deferred compensation plan. Distribution would be made in the form of a lump sum or in installments, and ...

  • Page 162
    ... the Company's aircraft in 2012 for terms of three to four years, becoming the debtor on these aircraft. An affiliate of Zions, Zion's First National Bank, also serves as the Company's transfer agent. The Company's cash balances in the accounts held at Zions as of December 31, 2014 and 2013 were $90...

  • Page 163
    ... 8,000 shares of Common Stock. Cash Compensation Paid to Directors For the year ended December 31, 2014, all directors who were not employees of the Company received an annual cash retainer of $40,000 and attendance fees of $2,000 for each in-person Board meeting attended, $1,800 for each in-person...

  • Page 164
    ... Chief Executive Officer of the Company, is not included in the foregoing table as he is an employee of the Company and receives no monetary compensation for his services as Chairman of the Board. (2) Represents the closing price of the Common Stock awarded on the grant date of (a) February 18, 2014...

  • Page 165
    ...As of March 4, 2015, the Company's records and other information available from outside sources indicated that the following shareholders were beneficial owners of more than five percent of the outstanding shares of Common Stock. The information following is as reported in their filings with the 48

  • Page 166
    ... Amount of Beneficial Ownership Common Stock Percent Shares of Class Name Dimensional Fund Advisors LP ...6300 Bee Cave Road Austin, TX 78746 Black Rock, Inc...55 East 52nd Street New York, NY 10022 Franklin Resources Inc...One Franklin Parkway San Mateo, CA 94403 Vanguard Group Inc...100 Vanguard...

  • Page 167
    ... (which is composed solely of independent directors), value the opinion of the Company's shareholders and will consider the outcome of the vote when addressing future compensation arrangements. We are required under current law to hold this advisory ''Say-on-Pay'' vote at least once every three...

  • Page 168
    ...LLP will attend the Meeting and be available to make a statement or respond to appropriate questions. The Board and the Audit and Finance Committee Recommend that Shareholders Vote FOR the Ratification of Appointment of Ernst & Young LLP as the Company's Independent Registered Public Accounting Firm...

  • Page 169
    ..., at 444 South River Road, St. George, Utah 84790. How does the Audit and Finance Committee conduct its meetings? During the year ended December 31, 2014, the Audit and Finance Committee met with the senior members of the Company's financial management team at each of its regular scheduled quarterly...

  • Page 170
    ... reviewed the bases for management's conclusions in that report, and also reviewed the report of the independent registered public accounting firm on internal control over financial reporting. Throughout the year ended December 31, 2014, the Audit and Finance Committee reviewed management's plan...

  • Page 171
    ..., 2014? Based upon its review and the discussions with management and the Company's independent registered public accounting firm, the Audit and Finance Committee recommended to the Board that the audited consolidated financial statements for the Company be included in the Company's Annual Report on...

  • Page 172
    ...? The Audit and Finance Committee has reviewed and discussed the fees paid to EY during the year ended December 31, 2014, for audit, audit-related, tax and other services, which are set forth below under ''Fees Paid to Independent Registered Public Accounting Firm.'' The Audit and Finance Committee...

  • Page 173
    ...TO INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Audit Fees During the years ended December 31, 2014 and 2013, the Company paid EY fees in the aggregate amount of $1,129,000 and $1,114,000, respectively, for the annual audit of the Company's financial statements, the quarterly reviews of the Company...

  • Page 174
    ... 2014, the Audit and Finance Committee has: (1) reviewed and discussed the audited financial statements with management; (2) discussed with EY, the Company's independent registered public accounting firm, the matters required to be discussed by applicable standards of the Public Accounting Oversight...

  • Page 175
    ... the Company. Based solely on a review of copies of reports furnished to the Company, or written representations that no reports were required, the Company believes that during 2014 its executive officers, directors and 10% holders complied with all filing requirements of Section 16 of the Exchange...

  • Page 176
    ... of this Proxy Statement and the Company's 2014 Annual Report to Shareholders should submit a request in writing to Eric J. Woodward, Chief Accounting Officer of the Company, 444 South River Road, St. George, Utah 84790. Beneficial owners sharing an address who are receiving multiple copies of proxy...

  • Page 177
    ... Zions First National Bank Stock Transfer Department PO Box 9088 Salt Lake City, UT 84130 Independent Public Accountants Ernst & Young LLP 178 South Rio Grande Street, Suite 400 Salt Lake City, UT 84101 Corporate Headquarters SkyWest, Inc. 444 South River Road St. George, UT 84790 Tel: (435) 634...

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    inc.skywest.com