Alaska Air Group Inc.

02/11/2025 | Press release | Distributed by Public on 02/11/2025 19:16

Statement of Changes in Beneficial Ownership (Form 4)

FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES 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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OMB Number: 3235-0287
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(Print or Type Responses)
1. Name and Address of Reporting Person *
VON MUEHLEN CONSTANCE E
2. Issuer Name and Ticker or Trading Symbol
ALASKA AIR GROUP, INC. [ALK]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
EVP AND COO
(Last) (First) (Middle)
ALASKA AIR GROUP, INC., 19300 INTERNATIONAL BLVD
3. Date of Earliest Transaction (Month/Day/Year)
02/07/2025
(Street)
SEATTLE, WA 98188
4. If Amendment, Date Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
COMMON STOCK 02/07/2025 M 5,810 A $ 0 (1) 17,972 D
COMMON STOCK 02/07/2025 F 2,128(2) D $75.92 15,844 D
COMMON STOCK 02/11/2025 A 13,014(3) A $ 0 28,858 D
COMMON STOCK 02/11/2025 F 5,122(4) D $72.85 23,736 D
COMMON STOCK 610 I Held by Spouse
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction 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
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(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
RESTRICTED STOCK UNITS $ 0 (1) 02/07/2025 M 5,810 02/07/2025 02/07/2025 COMMON STOCK 5,810 $ 0 0 D
RESTRICTED STOCK UNITS $ 0 (1) 02/11/2025 A 15,240 (5) (5) COMMON STOCK 15,240 $ 0 15,240 D

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
VON MUEHLEN CONSTANCE E
ALASKA AIR GROUP, INC.
19300 INTERNATIONAL BLVD
SEATTLE, WA 98188
EVP AND COO

Signatures

/s/ Howard Kuppler, by power of attorney 02/11/2025
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Restricted Stock Units (RSUs) convert into common stock on a one-for-one basis.
(2) The shares withheld were an exempt disposition to the Issuer under Rule 16b-3(e) to satisfy tax withholding obligations arising out of the vesting of RSUs and settled with shares by the reporting person.
(3) The acquisition resulted from the vesting of Performance Stock Units (PSUs) pursuant to the attainment of certain performance goals over a three-year period ending December 31, 2024, in accordance with the terms of a PSU award granted under the Issuer's 2016 Performance Incentive Plan and per approval by the Board's Compensation Committee on February 11, 2025.
(4) The shares withheld were an exempt disposition to the Issuer under Rule 16b-3(e) to satisfy tax withholding obligations arising out of the vesting of PSUs and settled with shares by the reporting person.
(5) The RSUs vest in 1/3 increments over three years (2/11/2026, 2/11/2027, 2/11/2028).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.