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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

Date of Report (date of earliest event reported): May 4, 2021

SKYWEST, INC.

(Exact Name of Registrant as Specified in its Charter)

Utah

0-14719

87-0292166

(State or other jurisdiction of

(Commission

(IRS Employer

incorporation or organization)

File Number)

Identification No.)

444 South River Road

St. George, Utah

84790

(Address of Principal Executive Offices)

(Zip Code)

Registrant’s Telephone Number, Including Area Code:

(435) 634-3000

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):

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

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

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

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

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company  

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class

Trading Symbol(s)

Name of Each Exchange on which Registered

Common Stock, No Par Value

SKYW

The Nasdaq Global Select Market

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

On May 4, 2021, the Company held its annual meeting of shareholders in a virtual-only meeting format, at which the Company’s shareholders considered and voted on the items described below:

1.The following persons were elected to serve as directors of the Company, each to serve until the next annual meeting of shareholders and until his or her successor shall have been duly elected and qualified, based upon the following votes:

Name of Nominee

    

Votes For

    

Votes Withheld

    

Broker Non-Votes

 

Jerry C. Atkin

42,045,454

866,489

2,482,473

W. Steve Albrecht

42,308,060

603,883

2,482,473

Russell A. Childs

42,299,155

612,788

2,482,473

Smita Conjeevaram

42,583,338

328,605

2,482,473

Meredith S. Madden

42,541,947

369,996

2,482,473

Ronald J. Mittelstaedt

42,178,190

733,753

2,482,473

Andrew C. Roberts

42,752,374

159,569

2,482,473

Keith E. Smith

42,514,403

397,540

2,482,473

Steven F. Udvar-Hazy

27,028,866

15,883,077

2,482,473

James L. Welch

41,408,260

1,503,683

2,482,473

2.The Company’s shareholders approved, on an advisory basis, the compensation of the Company’s named executive officers, based upon the following votes:

Votes for approval

    

41,964,138

 

Votes against

901,159

Abstentions

46,646

Broker Non-Votes

2,482,473

3.The Company’s shareholders ratified the appointment of Ernst & Young LLP as the independent registered public accounting firm of the Company for the fiscal year ending December 31, 2021,  based upon the following votes:

Votes for approval

    

44,815,969

 

Votes against

547,665

Abstentions

30,782

SIGNATURE

Pursuant to the requirements of the Securities Exchange of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

    

SKYWEST, INC.

Dated: May 7, 2021

By

/s/ Eric J. Woodward

Eric J. Woodward, Chief Accounting Officer