Alaska Airlines and Horizon Air 2007 Annual Report Download - page 21

participants. The trustees, Vanguard and Fidelity,
sent a proxy statement, an annual report and a
voting instruction form to each participant who
held shares through the Company’s 401(k) plans
on the record date. The trustee will vote only
those shares for which instructions are received
from participants. If a participant does not
indicate a preference as to a matter, including
the election of directors, then the trustee will not
vote the participant’s shares on such matters.
To allow sufficient time for voting by the
trustee, please provide voting instructions no
later than 11:59 p.m. on Thursday, May 15,
2008. Because the shares must be voted by the
trustee, employees who hold stock through the
401(k) plans may not vote these shares at the
meeting.
May I vote in person at the meeting?
We will pass out a ballot to any record
holder of our stock who requests a ballot at the
meeting. If you hold your shares through a
broker, you must bring a legal proxy from your
broker in order to vote by ballot at the meeting.
You may request a legal proxy from your broker
by indicating on your voting instruction form that
you plan to attend and vote your shares at the
meeting, or at the internet voting site to which
your voting materials direct you. Please allow
sufficient time to receive a legal proxy through
the mail after your broker receives your request.
Because shares held by employees in the 401(k)
plans must be voted by the trustee, these
shares may not be voted at the meeting.
Can I receive future materials via the
internet?
If you vote on the internet, simply follow the
prompts for enrolling in the electronic proxy
delivery service. This will reduce the Company’s
printing and postage costs, as well as the
number of paper documents you will receive.
Stockholders may enroll in that service at
any time after the Annual Meeting and can read
additional information about this option and
request electronic delivery by going to
Broadridge’s website,
http://enroll.icsdelivery.com/alk.
If you already receive your proxy materials
via the internet, you will continue to receive them
that way until you instruct otherwise through the
website referenced above.
How many shares must be present to hold
the meeting?
A majority of the Company’s outstanding
shares entitled to vote as of the record date, or
18,287,739 shares, must be present or
represented at the meeting and entitled to vote
in order to hold the meeting and conduct
business (i.e., to constitute a quorum). Shares
are counted as present or represented at the
meeting if the stockholder of record attends the
meeting; if the beneficial holder attends with a
“legal proxy” from the record holder; or if the
record holder has granted a proxy, whether by
returning a proxy card or by telephone or
internet, without regard to whether the proxy
actually casts a vote or withholds or abstains
from voting.
How many votes must the nominees have
to be elected?
The Company has amended its Bylaws to
require each director to be elected at each
annual meeting by a majority of votes cast with
respect to that director. This means that the
number of votes “for” a director must exceed the
number of votes “against” that director. In the
event that a nominee for director receives more
“against” votes for his or her election than “for”
votes, the Board must consider such director’s
resignation following a recommendation by the
Board’s Governance and Nominating Committee.
The majority voting standard does not apply,
however, in the event that the number of
nominees for director exceeds the number of
directors to be elected. In such circumstances,
directors will instead be elected by a plurality of
the votes cast, meaning that the persons
receiving the highest number of “for” votes, up
to the total number of directors to be elected at
the Annual Meeting, will be elected.
The Company has been informed that an
opposing solicitation for the election of up to six
directors will be made by Mr. Nieman. (See
“Opposing Solicitation” on page 62.) If there are
ŠProxy
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