Allegiant Travel Company filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders
$ALGT
Air Freight/Delivery Services
Consumer Discretionary
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 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): June 26, 2025
| (Exact name of registrant as specified in its charter) | ||||||||||||||||||||||||||||||||
| (State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) | ||||||||||||||||||||||||||||||
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Registrant’s telephone number, including area code: (702 ) 851-7300
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| (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:
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol | Name of each exchange on which registered | ||||||||||||
Common stock, par value $0.001 | ALGT | NASDAQ Stock Market | ||||||||||||
Indicate by check mark whether the registrant is an emerging growth company as in Rule 405 of the Securities Act of 1933 (Section 17 CFR §230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (Section 17 CFR §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. ☐
Section 5 Corporate Governance and Management
Item 5.07 Submission of Matters to a Vote of Security Holders.
The 2025 Annual Meeting of Stockholders of the Company was held on June 26, 2025. The following proposals were voted on with the results indicated below:
1.Election of a Board of Directors of eight members to hold office until the next Annual Meeting of Stockholders or until their respective successors have been elected or appointed.
| Votes For | Votes Withheld | Abstain | ||||||||||||||||||
| Maurice J. Gallagher, Jr. | 14,980,065 | 281,276 | 8,542 | |||||||||||||||||
| Gregory Anderson | 15,028,286 | 233,078 | 8,519 | |||||||||||||||||
| Montie Brewer | 14,092,926 | 1,137,406 | 39,551 | |||||||||||||||||
| Gary Ellmer | 14,945,587 | 309,603 | 14,693 | |||||||||||||||||
| Ponder Harrison | 15,173,944 | 85,595 | 10,344 | |||||||||||||||||
| Linda A. Marvin | 14,797,882 | 458,375 | 13,626 | |||||||||||||||||
| Sandra Morgan | 14,874,401 | 341,206 | 54,276 | |||||||||||||||||
| Charles Pollard | 14,947,026 | 307,785 | 15,072 | |||||||||||||||||
There were 1,689,625 broker non-votes with respect to the election of Directors.
2.Advisory vote approving executive compensation (proposal approved):
Votes For: 14,042,325
Votes Against: 1,132,548
Votes Abstaining: 95,010
Broker Non-votes: 1,689,625
3.Vote to approve an amendment to the Company’s 2022 Long-term Incentive Plan (proposal approved).
Votes For: 10,620,563
Votes Against: 4,632,238
Votes Abstaining: 17,082
Broker Non-votes: 1,689,625
4.To ratify the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2025 (proposal ratified):
Votes For: 16,696,053
Votes Against: 233,731
Votes Abstaining: 29,724
Broker Non-votes: None
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, Allegiant Travel Company has duly caused this Report to be signed on its behalf by the undersigned hereunto duly authorized.
| Date: June 27, 2025 | ALLEGIANT TRAVEL COMPANY | ||||||||||
| By: | /s/ Robert J. Neal | ||||||||||
| Name: | Robert J. Neal | ||||||||||
| Title: | Executive Vice President and Chief Financial Officer | ||||||||||