ALK 8-K Other Events 05182012


 


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549


FORM 8-K

CURRENT REPORT PURSUANT
TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934

May 15, 2012
(Date of earliest event reported)

ALASKA AIR GROUP, INC.
(Exact Name of Registrant as Specified in Its Charter)

Delaware
(State or Other Jurisdiction of Incorporation)

1-8957
 
91-1292054
(Commission File Number)
 
(IRS Employer Identification No.)

19300 International Boulevard, Seattle, Washington
 
98188
(Address of Principal Executive Offices)
 
(Zip Code)

(206) 392-5040
(Registrant's Telephone Number, Including Area Code)


(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o      Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o      Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o      Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o      Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 




ITEM 5.07.  Submission of Matters to a Vote of Security Holders

(a)
The Company's Annual Meeting of Stockholders was held on May 15, 2012.  

(b)
At the Annual Meeting, all 10 directors were elected for one-year terms expiring on the date of the Annual Meeting in 2013.  The results of the voting in the election of directors were as follows:
 
Proposal 1.
Election of nominees for the Board of Directors: 
Board Nominees
For

 
Against

 
Abstain

 
Broker Non Votes

William S. Ayer
59,259,458

 
182,111

 
21,592

 
4,649,174

Patricia M. Bedient
59,396,814

 
42,234

 
24,113

 
4,649,174

Marion C. Blakey
59,393,833

 
45,410

 
23,918

 
4,649,174

Phyllis J. Campbell
59,330,981

 
108,114

 
24,066

 
4,649,174

Jessie J. Knight, Jr.*
59,394,317

 
45,159

 
23,657

 
4,649,174

R. Marc Langland
57,707,511

 
1,724,109

 
31,541

 
4,649,174

Dennis F. Madsen
57,935,606

 
1,503,017

 
24,538

 
4,649,174

Byron I. Mallott
59,176,944

 
261,879

 
24,338

 
4,649,174

J. Kenneth Thompson
57,194,046

 
2,244,398

 
24,717

 
4,649,174

Bradley D. Tilden
59,304,032

 
137,495

 
21,634

 
4,649,174

 * A shareholder proxy card for 28 shares reflected a vote FOR, AGAINST and ABSTAIN for the nominee. When we cannot determine the shareholder's voting intention on a director nominee or a proposal, the shares for the director or proposal cannot be voted and are classified as "Uncast".

The results of voting on Proposals 2 through 4 were as follows:

Proposal 2.
A board proposal seeking ratification of the appointment of KPMG LLP as the Company's independent accountants for fiscal year 2012: 
 
Number of Votes

For
63,713,553

Against
349,822

Abstain
48,960


Proposal 3.
A board proposal seeking an advisory vote to approve the compensation of the Company's Named Executive Officers:
 
Number of Votes

For
57,578,747

Against
1,849,544

Abstain
34,870

Broker Non-votes
4,649,174

 
 Proposal 4.
A stockholder proposal regarding retention of company stock by executives. 
 
Number of Votes

For
19,849,365

Against
39,480,134

Abstain
133,662

Broker Non-votes
4,649,174







Signatures
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
    
ALASKA AIR GROUP, INC.                                                                           
Registrant
    
Date: May 18, 2012
    
/s/ Keith Loveless                                                                                
Keith Loveless
Vice President/Legal & Corporate Affairs, General Counsel and Corporate Secretary