Statement of Changes in Beneficial Ownership (4)
February 10 2021 - 5:15PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB Number:
3235-0287
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
BIRKETT RAKOW DIANA |
2. Issuer Name and Ticker or Trading Symbol
ALASKA AIR GROUP, INC.
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ALK
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
VP PUB AFFRS & SUSTAINABILITY |
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(Last)
(First)
(Middle)
ALASKA AIR GROUP, INC., 19300 INTERNATIONAL BLVD |
3. Date of Earliest Transaction
(MM/DD/YYYY)
2/8/2021 |
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(Street)
SEATTLE, WA 98188
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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| COMMON STOCK | 2/8/2021 | | A(1) | | 480 | A | $0 | 1424 | D | |
| COMMON STOCK | 2/8/2021 | | F(2) | | 123 | D | $57.08 (3) | 1301 | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code
(Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4) | 8. Price of Derivative Security
(Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
| EMPLOYEE STOCK OPTION (RT TO BUY) | $55.74 | 2/9/2021 | | A | | 4840 | | 2/9/2022 (4) | 2/9/2031 | COMMON STOCK | 4840 | $0 | 4840 | D | |
| RESTRICTED STOCK UNITS | $0 | 2/9/2021 | | A | | 1930 | | 2/9/2024 (5) | 2/9/2031 | COMMON STOCK | 1930 | $0 | 1930 | D | |
| Explanation of Responses: |
| (1) | COMMON SHARES ISSUED UPON ATTAINING PERFORMANCE GOALS SET FOR A THREE-YEAR PERIOD ENDING 12/31/20 IN ACCORDANCE WITH THE TERMS OF A PERFORMANCE STOCK UNIT AWARD GRANTED ON 2/13/2018 UNDER THE ISSUER'S 2016 PERFORMANCE INCENTIVE PLAN; PER APPROVAL BY THE BOARD'S COMPENSATION COMMITTEE ON 2/8/2021. |
| (2) | SHARES FORFEITED TO COVER PAYROLL TAXES UPON VESTING OF PERFORMANCE STOCK UNITS ON 2/8/2021. |
| (3) | PRICE PROVIDED IN COLUMN 4 REPRESENTS THE FMV OF ALK SHARES ON THE DATE SHARES WERE FORFEITED FOR TAXES. |
| (4) | OPTIONS VEST IN 25% INCREMENTS OVER FOUR YEARS (2/9/2022, 2/9/2023, 2/9/2024 AND 2/9/2025). |
| (5) | RESTRICTED STOCK UNITS CLIFF VEST 3 YEARS FROM GRANT AND CONVERT INTO COMMON STOCK ON A ONE-FOR-ONE-BASIS. |
Remarks:
THE FORM 4 FILED 11/9/2020 INCORRECTLY UNDERREPORTED TOTAL OWNERSHIP BY 315 COMMON SHARES. THIS REPORT GIVES EFFECT TO THE CORRECTION. |
Reporting Owners
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| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
BIRKETT RAKOW DIANA
ALASKA AIR GROUP, INC.
19300 INTERNATIONAL BLVD
SEATTLE, WA 98188 |
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| VP PUB AFFRS & SUSTAINABILITY |
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Signatures
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| /S/JEANNE E. GAMMON, ATTORNEY IN FACT FOR DIANA BIRKETT RAKOW | | 2/10/2021 |
| **Signature of Reporting Person | Date |
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