Alaska Airlines and Horizon Air 2009 Annual Report Download - page 45

2009 DIRECTOR COMPENSATION
The following table presents information regarding the compensation paid for 2009 to
members of our Board of Directors who are not also our employees (referred to herein as
“Non-Employee Directors”). The compensation paid to Mr. Ayer, who is also one of our
employees, is presented in the Summary Compensation Table and the related explanatory
tables. Mr. Ayer does not receive additional compensation for his service as a director.
Following the 2010 Annual Meeting, each Non-Employee Director’s annual cash retainer of
$15,000 will increase to $43,000 in lieu of payments for individual board and committee
meeting fees and interim telephone update participation fees during the period of service.
Name
(a)
Fees
Earned
or Paid
in Cash
($)(1)
(b)
Stock
Awards
($)(2)
(c)
Option
Awards
($)(2)
(d)
Non-Equity
Incentive Plan
Compensation
($)(2)
(e)
Change in
Pension Value
and
Nonqualified
Deferred
Compensation
Earnings
($)(2)
(f)
All Other
Compensation
($)(3)
(g)
Total
($)
(h)
Patricia M. Bedient 44,116 35,984 0 0 0 2,564 82,664
Phyllis J. Campbell 38,516 35,984 0 0 0 11,472 85,972
Mark R. Hamilton 38,366 35,984 0 0 0 14,132 88,482
Jessie J. Knight, Jr. 34,116 35,984 0 0 0 1,758(4) 71,858
R. Marc Langland 56,866 35,984 0 0 0 18,370 111,220
Dennis F. Madsen 42,516 35,984 0 0 0 5,953 84,453
Byron I. Mallott 32,916 35,984 0 0 0 23,150 92,050
J. Kenneth Thompson 42,116 35,984 0 0 0 15,848 93,948
(1) Each non-employee director received at least 70%, or approximately $36,000, of their $51,000 annual retainer
for 2009 in the form of deferred stock units issued under the Company’s 2008 Performance Incentive Plan. No
other equity-based awards were granted to non-employee directors for 2009.
In 2009, in addition to the $51,000 annual retainer referenced above, the compensation for non-employee
directors included the following:
• attendance fees of $2,000 for each Audit Committee meeting and $1,200 per day for each Board or other
committee meeting in which a non-employee director participated in person, or $750 if participation was
via telephone;
• $500 for participation in telephone updates that occur between meetings;
• an annual retainer of $10,000 to the Governance and Nominating Committee chair, who is also the Lead
Director;
• an annual retainer of $8,000 to the Audit Committee chair and $5,000 to Compensation and Safety
Committee chairs;
• an annual retainer of $1,000 to non-employee directors who also served on the Boards of Directors of
Alaska Airlines or Horizon Air;
• attendance fees of $1,500 to members of the Company’s Finance Group; and
• reimbursement of expenses in connection with attending Board and committee meetings as well as
expenses in connection with director education.
(2) Effective May 20, 2008, the stock portion of each non-employee director was paid in the form of deferred
stock units under the 2008 Performance Incentive Plan, with the number of fully vested stock units determined
by dividing $36,000 by the closing price of the Company’s common stock on the date of the annual
stockholders meeting. Due to an extended trading black-out period at the time of the annual stockholders
meeting in 2009, the stock portion of directors retainer was issued effective July 24, 2009, 24 hours after the
trading window opened following the announcement of the Company’s earnings for the second quarter. The
stock units will be paid in shares of common stock on a one-for-one basis following the termination of the
director’s service as a member of the Board.
ŠProxy
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