SkyWest Airlines 2014 Annual Report Download - page 153

EXECUTIVE COMPENSATION
Summary Compensation Table
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
Discretionary Stock Option Incentive Plan All Other
Salary Bonus Awards Awards Compensation Compensation Total
Name and Principal Position Year ($) ($)(1) ($)(2) ($)(2) ($)(3) ($) ($)
Jerry C. Atkin ........... 2014 $420,300 $392,641 $330,986 $226,049 $283,676 $123,736(4) $1,777,388
Chairman and Chief 2013 $410,000 $ 0 $322,875 $138,375 $478,028 $138,242(5) $1,487,520
Executive Officer 2012 $400,000 $ 0 $315,000 $170,000 $892,212 $115,183(6) $1,892,395
Russell A. Childs ......... 2014 $287,317 $252,475 $209,128 $ 97,481 $237,593 $104,210(7) $1,188,204
President 2013 $260,400 $ 0 $164,052 $ 70,308 $328,781 $100,377(8) $ 923,918
2012 $254,000 $ 0 $160,020 $ 98,580 $509,451 $ 90,249(9) $1,112,300
Wade J. Steel ............ 2014 $185,708 $130,240 $103,549 $ 45,959 $146,140 $ 56,133(10) $ 667,729
Chief Commercial Officer
and former Executive Vice
President and acting Chief
Financial Officer
Bradford R. Rich ......... 2014 $291,429 $ 0 $198,576 $162,496 $185,039 $ 98,432(11) $ 935,972
Former Chief Commercial 2013 $307,500 $ 0 $193,725 $ 83,025 $323,275 $112,278(12) $1,019,803
Officer 2012 $300,000 $ 0 $189,000 $116,500 $600,792 $ 95,232(13) $1,301,524
Michael B. Thompson ...... 2014 $176,125 $112,050 $ 98,347 $ 43,585 $138,239 $ 53,483(14) $ 621,829
Chief Operating Officer—
SkyWest Airlines
Bradford R. Holt ......... 2014 $260,400 $ 0 $164,052 $ 78,735 $104,091 $ 90,954(15) $ 698,232
Former President and Chief 2013 $260,400 $ 80,000 $164,052 $ 70,308 $220,298 $ 96,318(16) $ 891,376
Operating Officer— 2012 $254,000 $ 0 $160,020 $ 98,580 $517,938 $ 78,184(17) $1,108,722
ExpressJet
Michael J. Kraupp ........ 2014 $184,400 $ 0 $ 72,285 $ 63,809 $ 87,812 $ 55,407(18) $ 463,713
Former Vice President and 2013 $179,900 $ 0 $ 70,521 $ 30,223 $131,975 $ 54,755(19) $ 467,374
Treasurer 2012 $175,500 $ 0 $ 68,796 $ 29,484 $216,646 $ 52,793(20) $ 543,219
(1) Column (d) includes discretionary annual performance bonuses approved by the Compensation Committee for 2014 of
$19,100 to Mr. Childs and $12,345 to Mr. Steel. Messrs. Atkin, Rich, Thompson, Holt and Kraupp did not receive a
discretionary annual performance bonus for 2014. Mr. Holt was awarded a discretionary annual performance bonus of
$80,000 in 2013. No discretionary annual performance bonuses were awarded to the Executives in 2012.
The amounts in column (d) also include the amounts, approved by the Compensation Committee, of discretionary
performance unit awards issued in 2015 with respect to 2014, but payable in cash in 2017, subject to forfeiture in the event
of termination of employment prior to February 18, 2017. The 2017 cash value of those discretionary performance unit
awards for 2014 service were $392,641 for Mr. Atkin, $233,375 for Mr. Childs, $117,895 for Mr. Steel and $112,050 for
Mr. Thompson. Messrs. Rich, Holt and Kraupp did not earn discretionary performance unit awards with respect to 2014.
(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, 2014 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) reflect the annual performance bonus amounts earned in the year indicated based on performance in
that year and, except in the case of Mr. Kraupp, Mr. Steel and Mr. Thompson, 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 2014 is reported in the ‘‘Grants of Plan-Based
Awards for 2014’’ 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 2014 and paid in 2015
were: Mr. Atkin—$283,676; Mr. Childs—$237,593; Mr. Rich—$185,039; Mr. Holt—$104,091. The actual amount of Mr. Steel’s
and Mr. Thompson’s annual performance bonus earned for 2014 was $146,140 and $138,239, respectively. Mr. Steel’s and
Mr. Thompson’s annual performance bonus was partially paid in the first quarter of 2014 with the balance payable in 2015. The
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