ALK 10-K Annual Report Dec. 31, 2024 | Alphaminr
ALASKA AIR GROUP, INC.
ALPHAMINR

ALK 10-K Fiscal year ended Dec. 31, 2024

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ALASKA AIR GROUP, INC.
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TABLE OF CONTENTS
Part IprintItem 1. BusinessprintItem 1A. Risk FactorsprintItem 1B. Unresolved Staff CommentsprintItem 1C. CybersecurityprintItem 2. PropertiesprintItem 3. Legal ProceedingsprintItem 4. Mine Safety DisclosuresprintPart IIprintItem 5. Market For Registrant S Common Equity, Related Stockholder Matters and Issuer Purchases Of Equity SecuritiesprintItem 6. [reserved]printItem 7. Management S Discussion and Analysis Of Financial Condition and Results Of OperationsprintItem 7A. Quantitative and Qualitative Disclosures About Market RiskprintItem 8. Consolidated Financial Statements and Supplementary DataprintNote 1. General and Summary Of Significant Accounting PoliciesprintNote 2. Acquisition Of Hawaiian Holdings, IncprintNote 3. RevenueprintNote 4. Goodwill and Intangible AssetsprintNote 5. Fair Value MeasurementsprintNote 6. DebtprintNote 7. LeasesprintNote 8. Income TaxesprintNote 9. Employee Benefit PlansprintNote 10. Commitments and ContingenciesprintNote 11. Shareholders' EquityprintNote 12. Accumulated Other Comprehensive LossprintNote 13. Stock-based Compensation PlansprintNote 14. Operating Segment InformationprintNote 15. Earnings Per ShareprintNote 16. Special ItemsprintItem 9. Changes in and Disagreements with Accountants on Accounting and Financial DisclosureprintItem 9A. Controls and ProceduresprintItem 9B. Other InformationprintItem 9C. Disclosure Regarding Foreign Jurisdictions That Prevent InspectionsprintPart IIIprintItem 10. Directors, Executive Officers and Corporate GovernanceprintItem 11. Executive CompensationprintItem 12. Security Ownership Of Certain Beneficial Owners and Management and Related Stockholder MattersprintItem 13. Certain Relationships and Related Transactions, and Director IndependenceprintItem 14. Principal Accountant Fees and ServicesprintPart IVprintItem 15. Exhibits and Financial Statement SchedulesprintItem 16. Form 10-k Summaryprint

Exhibits

2.1 Agreement and Plan of Merger, dated as of December 2, 2023, by and among Alaska Air Group, Inc., Marlin Acquisition Corp. and Hawaiian Holdings, Inc. 8-K December 4, 2023 2.1 3.1 Amended and Restated Certificate of Incorporation of Registrant 10-Q August 3, 2017 3.1 3.2 Amended and Restated Bylaws of Registrant 8-K December 15, 2015 3.2 4.1 Closing Date Warrant to Purchase Common Stock, dated January 15, 2021 10-K February 26, 2021 4.1 4.2 Closing Date Warrant to Purchase Common Stock, dated February 5, 2021 10-K February 26, 2021 4.2 4.3 Closing Date Warrant to Purchase Common Stock, dated February 5, 2021 10-K February 26, 2021 4.3 4.4 Amended and Restated Promissory Note, dated February 5, 2021 by Alaska Airlines, Inc., issuer, and each of Alaska Air Group, Inc. and Horizon Air Industries, Inc., as guarantors 10-K February 26, 2021 4.4 4.5 Closing Date Warrant to Purchase Common Stock, dated April 8, 2021 10-Q August 3, 2021 4.1 4.6 Closing Date Warrant to Purchase Common Stock, dated April 29, 2021 10-Q August 3, 2021 4.2 4.7 Closing Date Warrant to Purchase Common Stock, dated April 29, 2021 10-Q August 3, 2021 4.3 4.8 Closing Date Warrant to Purchase Common Stock, dated April 29, 2021 10-Q August 3, 2021 4.4 4.9 Closing Date Warrant to Purchase Common Stock, dated June 3, 2021 10-Q August 3, 2021 4.5 4.10 Promissory note, dated April 29, 2021, by Alaska Airlines, Inc., issuer, and each of Alaska Air Group, Inc. and Horizon Air Industries, Inc., as guarantors 10-Q August 3, 2021 4.6 10.1# Form of Alaska Air Group, Inc. Change of Control Agreement for named executive officers, as amended August 3, 2021 10-Q November 4, 2021 10.1 10.2# Aircraft General Terms Agreement, dated June 15, 2005, between the Boeing Company and Alaska Airlines, Inc. 10-K February 26, 2021 10.1 10.3# Purchase Agreement No. 3866 between The Boeing Company and Alaska Airlines, Inc. 10-K February 14, 2013 10.8 10.4# Supplemental Agreement No. 1 to Purchase Agreement No. 3866 between the Boeing Company and Alaska Airlines, Inc. 10-K February 11, 2022 10.4 10.5# Supplemental Agreement No. 2 to Purchase Agreement No. 3866 between the Boeing Company and Alaska Airlines Inc. 10-K February 11, 2022 10.5 10.6# Supplemental Agreement No. 3 to Purchase Agreement No. 3866 between the Boeing Company and Alaska Airlines Inc. 10-K February 11, 2022 10.6 10.7# Supplemental Agreement No. 4 to Purchase Agreement No. 3866 between the Boeing Company and Alaska Airlines Inc. 10-K February 11, 2022 10.7 10.8# Supplemental Agreement No. 5 to Purchase Agreement No. 3866 between the Boeing Company and Alaska Airlines Inc. 10-K February 11, 2022 10.8 10.9# Supplemental Agreement No. 6 to Purchase Agreement No. 3866 between the Boeing Company and Alaska Airlines Inc. 10-K February 11, 2022 10.9 10.10# Supplemental Agreement No. 7 to Purchase Agreement No. 3866 between the Boeing Company and Alaska Airlines Inc. 10-K February 11, 2022 10.10 10.11# Supplemental Agreement No. 8 to Purchase Agreement No. 3866 between the Boeing Company and Alaska Airlines Inc. 10-K February 11, 2022 10.11 10.12# Supplemental Agreement No. 9 to Purchase Agreement No. 3866 between the Boeing Company and Alaska Airlines Inc. 10-Q May 4, 2018 10.3 10.13# Supplemental Agreement No. 10 to Purchase Agreement No. 3866 between the Boeing Company and Alaska Airlines Inc. 10-K February 11, 2022 10.13 10.14# Supplemental Agreement No. 11 to Purchase Agreement No. 3866 between the Boeing Company and Alaska Airlines Inc. 10-K February 11, 2022 10.14 10.15# Supplemental Agreement No. 12 to Purchase Agreement No. 3866 between the Boeing Company and Alaska Airlines Inc. 10-K February 11, 2022 10.15 10.16# Supplemental Agreement No. 13 to Purchase Agreement No. 3866 between the Boeing Company and Alaska Airlines Inc. 10-K February 11, 2022 10.16 10.17# Supplemental Agreement No. 14 to Purchase Agreement No. 3866 between the Boeing Company and Alaska Airlines Inc. 10-K February 11, 2022 10.17 10.18# Supplemental Agreement No. 15 to Purchase Agreement No. 3866 between the Boeing Company and Alaska Airlines Inc. 10-Q May 6, 2021 10.1 10.19# Supplemental Agreement No. 16 to Purchase Agreement No. 3866 between the Boeing Company and Alaska Airlines Inc. 10-Q August 3, 2021 10.3 10.20# Supplemental Agreement No. 17 to Purchase Agreement No. 3866 between the Boeing Company and Alaska Airlines Inc. 10-Q August 3, 2021 10.4 10.21# Supplemental Agreement No. 18 to Purchase Agreement No. 3866 between the Boeing Company and Alaska Airlines Inc. 10-Q November 4, 2021 10.3 10.22# Supplemental Agreement No. 19 to Purchase Agreement No. 3866 between the Boeing Company and Alaska Airlines Inc. 10-Q May 5, 2022 10.1 10.23# Supplemental Agreement No. 20 to Purchase Agreement No. 3866 between the Boeing Company and Alaska Airlines Inc. 10-Q August 2, 2022 10.1 10.24# Supplemental Agreement No. 21 to Purchase Agreement No. 3866 between the Boeing Company and Alaska Airlines Inc. 10-K February 13, 2023 10.24 10.25# Supplemental Agreement No. 22 to Purchase Agreement No. 3866 between the Boeing Company and Alaska Airlines Inc. 10-K February 14, 2024 10.25 10.26# Supplemental Agreement No. 23 to Purchase Agreement No. 3866 between the Boeing Company and Alaska Airlines Inc. 10-K February 14, 2024 10.26 10.27# Supplemental Agreement No. 24 to Purchase Agreement No. 3866 between the Boeing Company and Alaska Airlines, Inc. 10-Q August 2, 2024 10.1 10.28# Supplemental Agreement No. 25to Purchase Agreement No. 3866 between the Boeing Company and Alaska Airlines, Inc. 10.29# Supplemental Agreement No. 26 to Purchase Agreement No. 3866 between the Boeing Company and Alaska Airlines, Inc. 10.30# Purchase Agreement, dated April 11, 2016, between Embraer S.A. and Horizon Air Industries, Inc. 10-Q May 9, 2016 10.1 10.31# Amendment No. 1 to Purchase Agreement COM0041-16 between Embraer S.A. and Horizon Air Industries, Inc. 10-K February 11, 2022 10.23 10.32# Amendment No. 2 to Purchase Agreement COM0041-16 between Embraer S.A. and Horizon Air Industries, Inc. 10-K February 11, 2022 10.24 10.33# Amendment No. 3 to Purchase Agreement COM0041-16 between Embraer S.A. and Horizon Air Industries, Inc. 10-K February 11, 2022 10.25 10.34# Amendment No. 4 to Purchase Agreement COM0041-16 between Embraer S.A. and Horizon Air Industries, Inc. 10-K February 11, 2022 10.26 10.35# Amendment No. 5 to Purchase Agreement COM0041-16 between Embraer S.A. and Horizon Air Industries, Inc. 10-K February 11, 2022 10.27 10.36# Amendment No. 6 to Purchase Agreement COM0041-16 between Embraer S.A. and Horizon Air Industries, Inc. 10-K February 11, 2022 10.28 10.37# Amendment No. 7 to Purchase Agreement COM0041-16 between Embraer S.A. and Horizon Air Industries, Inc. 10-K February 11, 2022 10.29 10.38# Amendment No. 8 to Purchase Agreement COM0041-16 between Embraer S.A. and Horizon Air Industries, Inc. 10-K February 11, 2022 10.30 10.39# Amendment No. 9 to Purchase Agreement COM0041-16 between Embraer S.A. and Horizon Air Industries, Inc. 10-K February 11, 2022 10.31 10.40# Amendment No. 10 to Purchase Agreement COM0041-16 between Embraer S.A. and Horizon Air Industries, Inc. 10-K February 11, 2022 10.32 10.41# Amendment No. 11 to Purchase Agreement COM0041-16 between Embraer S.A. and Horizon Air Industries, Inc. 10-K February 11, 2022 10.33 10.42# Amendment No. 12 to Purchase Agreement COM0041-16 between Embraer S.A. and Horizon Air Industries, Inc. 10-K February 11, 2022 10.34 10.43# Amendment No. 13 to Purchase Agreement COM0041-16 between Embraer S.A. and Horizon Air Industries, Inc. 10-K February 11, 2022 10.35 10.44# Amendment No. 14 to Purchase Agreement COM0041-16 between Embraer S.A. and Horizon Air Industries, Inc. 10-K February 11, 2022 10.36 10.45# Amendment No. 15 to Purchase Agreement COM0041-16 between Embraer S.A. and Horizon Air Industries, Inc. 10-Q August 3, 2021 10.5 10.46# Amendment No. 16 to Purchase Agreement COM0041-16 between Embraer S.A. and Horizon Air Industries, Inc. 10-Q November 4, 2021 10.2 10.47# Amendment No. 17 to Purchase Agreement COM0041-16 between Embraer S.A. and Horizon Air Industries, Inc. 10-K February 11, 2022 10.39 10.48# Amendment No. 18 to Purchase Agreement COM0041-16 between Embraer S.A. and Horizon Air Industries, Inc. 10-K February 11, 2022 10.40 10.49# Amendment No. 19 to Purchase Agreement COM0041-16 between Embraer S.A. and Horizon Air Industries, Inc. 10-Q August 2, 2022 10.2 10.50# Amendment No. 20 to Purchase Agreement COM0041-16 between Embraer S.A. and Horizon Air Industries, Inc. 10-Q May 5, 2023 10.1 10.51# Amendment No. 21 to Purchase Agreement COM0041-16 between Embraer S.A. and Horizon Air Industries, Inc. 10-Q May 5, 2023 10.2 10.52# Amendment No. 22 to Purchase Agreement COM0041-16 between Embraer S.A. and Horizon Air Industries, Inc. 10-Q November 2, 2023 10.1 10.53# Amendment No. 23 to Purchase Agreement COM0041-16 between Embraer S.A. and Horizon Air Industries, Inc. 10-Q November 2, 2023 10.2 10.54# Amendment No. 24 to Purchase Agreement COM0041-16 between Embraer S.A. and Horizon Air Industries, Inc. 10-K February 14, 2024 10.51 10.55#^ Airbus A320 Family Purchase Agreementbetween Airbus S.A.S. and Hawaiian Airlines, Inc. 10-Q/A^ October 17, 2013 10.1 10.56#^ AmendmentNo.1 to Airbus A320 Family Purchase Agreementbetween Airbus S.A.S. and Hawaiian Airlines, Inc. 10-K^ February 9, 2015 10.62.1 10.57#^ AmendmentNo.2 to Airbus A320 Family Purchase Agreementbetween Airbus S.A.S. and Hawaiian Airlines, Inc. 10-K^ February 9, 2015 10.62.2 10.58#^ Purchase Agreement No. PA-04749between the Boeing Company and Hawaiian Airlines, Inc. 10-Q^ October 24, 2018 10.2 10.59#^ Supplemental Agreement to that certain Purchase Agreement No. PA-04749between the Boeing Company and Hawaiian Airlines, Inc. 10-K^ February 15, 2023 10.31 10.60#^ Aircraft General Terms Agreement Number AGTA-HWI, dated as of July 18, 2018 between The Boeing Company and Hawaiian Airlines, Inc. 10-Q^ October 24, 2018 10.1 10.61#^ Air Transportation Services Agreement, dated as of October 20, 2022, by and between Hawaiian Airlines, Inc. and Amazon.com Services LLC 10-K^ February 15, 2023 10.44 10.62# Alaska Air Group Guarantee of Enhanced Equipment Trust Certificate, dated September 18,2024 10-Q November 7, 2024 10.1 10.63# Amended and Restated Credit and Guaranty Agreement, dated September 20, 2024, among Alaska Airlines, Inc., as borrower, Alaska Air Group, Inc. and others guarantors, as guarantors, and Citibank, N.A., as administrative agent, and other lenders 10-Q November 7, 2024 10.2 10.64# Indenture, dated as of October 15, 2024, by and among Loyalty Issuer, the Guarantors, U.S. Bank Trust Company, National Association and U.S. Bank National Association. 8-K October 15, 2024 4.1 10.65# New Term Loan Facility, dated as of October 15, 2024, by and among Loyalty Issuer, the Guarantors, the lenders party thereto, Bank of America, N.A. and U.S. Bank Trust Company, National Association. 8-K October 15, 2024 4.4 10.66* Alaska Air Group, Inc. 2008 Performance Incentive Plan, Form of Nonqualified Stock Option Agreement 10-Q August 4, 2011 10.3 10.67* Alaska Air Group, Inc. 2008 Performance Incentive Plan, Form of Performance Stock Unit Award Agreement 10-Q August 4, 2011 10.4 10.68* Alaska Air Group, Inc. 2008 Performance Incentive Plan, Amended for Stock-Split 10-K February 11, 2016 10.10 10.69* Alaska Air Group, Inc. 2016 Performance Incentive Plan 8-K May 18, 2016 10.1 10.70* Alaska Air Group, Inc. 2016 Performance Incentive Plan, Amended March 18, 2021 8-K May 11, 2021 10.1 10.71* Alaska Air Group, Inc. Employee Stock Purchase Plan, as Amended for the Offering Period Commencing November 1, 2022 10-Q August 2, 2022 10.3 10.72* Alaska Air Group, Inc. Stock Deferral Plan for Non-Employee Directors 10-K February 11, 2016 10.12 10.73* Alaska Air Group, Inc. Nonqualified Deferred Compensation Plan, as amended 10-K February 14, 2024 10.58 10.74* 1995 Elected Officers Supplementary Retirement Plan, as amended 10-Q August 4, 2011 10.2 10.75* Alaska Air Group Performance Based Pay Plan, Amended and Restated November 4, 2021 10-K February 11, 2022 10.49 10.76* Alaska Air Group, Inc. Non-Employee Director Form of Deferred Stock Unit Agreement 10-K February 12, 2020 10.24 10.77* Alaska Air Group Operational Performance Rewards Plan Description, adopted January 3, 2005; Amended May 6, 2021 10-Q August 3, 2021 10.7 10.78 Payroll Support Program Extension Agreement, dated January 15, 2021, between Alaska Airlines, Inc. and the United States Department of the Treasury 10-K February 26, 2021 10.19 10.79 Payroll Support Program 3 Agreement, dated April 29, 2021, between Alaska Airlines, Inc., and the United States Department of the Treasury 10-Q August 3, 2021 10.1 10.80 Warrant Agreement, dated April 29, 2021, between Alaska Air Group, Inc. and the United States Department of the Treasury 10-Q August 3, 2021 10.2 10.81 Joinder Agreement to the Payroll Support Program Extension Agreement, dated January 15, 2021, between Horizon Air Industries, Inc. and the United States Department of the Treasury 10-K February 26, 2021 10.20 10.82 Amended and Restated Warrant Agreement, dated February 5, 2021, between Alaska Air Group, Inc. and the United States Department of the Treasury 10-K February 26, 2021 10.21 10.83^ Payroll Support Program Agreement, dated as of April 22, 2020, by and between Hawaiian Airlines, Inc. and the United States Department of the Treasury 10-Q^ May 7, 2020 10.1 10.84^ Loan and Guarantee Agreement, dated as of September 25, 2020, among Hawaiian Airlines, Inc., as borrower, Hawaiian Holdings, Inc., the guarantors party thereto from time to time, The United States Department of the Treasury, and The Bank of New York Mellon, as administrative agent and collateral agent 10-Q^ October 28, 2020 10.1 10.85^ Amended and Restated Loan and Guarantee Agreement, dated as of October 23, 2020, among Hawaiian Airlines, Inc., as borrower, Hawaiian Holdings, Inc., the guarantors party thereto from time to time, The United States Department of the Treasury, and The Bank of New York Mellon, as administrative agent and collateral agent 10-Q^ October 28, 2020 10.2 10.86^ Amendment to Loan and Guarantee Agreement, dated as of January 15, 2021, among Hawaiian Airlines, Inc., as borrower, Hawaiian Holdings, Inc., the guarantors party thereto from time to time, the United States Department of the Treasury, and The Bank of New York Mellon, as administrative agent and collateral agent 10-K^ February 12, 2021 10.39 10.87^ Payroll Support Program Extension Agreement, dated as of January 15, 2021, by and between Hawaiian Airlines, Inc. and the United States Department of the Treasury 10-K^ February 12, 2021 10.40 10.88^ Payroll Support Program 3 Agreement, dated as of April 23, 2021, by and between Hawaiian Airlines, Inc. and the United States Department of the Treasury 10-Q^ July 29, 2021 10.1 10.89* Alaska Air Group, Inc. 2016 Performance Incentive Plan, Form of Nonqualified Stock Option Agreement 10-K February 11, 2022 10.57 10.90* Alaska Air Group, Inc. 2016 Performance Incentive Plan, Form of Incentive Stock Option Agreement 10-K February 11, 2022 10.58 10.91* Alaska Air Group, Inc. 2016 Performance Incentive Plan, Form of Performance Stock Unit Award Agreement 10-K February 11, 2022 10.59 10.92* Alaska Air Group, Inc. 2016 Performance Incentive Plan, Form of Stock Unit Award Agreement 10-K February 11, 2022 10.60 19.1* Insider Trading Policy and Compliance Program 10-K 21 Subsidiaries of Registrant 10-K 23.1 Consent of Independent Registered Public Accounting Firm (KPMG LLP) 10-K 31.1 Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 10-K 31.2 Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 10-K 32.1 Certification of Chief Executive Officer Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 10-K 32.2 Certification of Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 10-K 97.1* Alaska Air Group Clawback Policy 10-K February 14, 2024 97.1