What changed in this filing

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Item 5. Market for Registrant’s Common Equity

2022-03-01 compared with 2021-03-01 · 20 added, 47 removed, 83 unchanged (45% of the section changed)

17 unchanged sentences

The following table provides information regarding options, warrants and other rights to acquire equity securities under our equity compensation plans as of December 31, 2021:

Number of Securities to be Issued upon Exercise of Outstanding Options, Warrants and Rights (2)

Weighted-Average Exercise Price of Outstanding Options, Warrants and Rights Number of Securities Remaining Available for Future Issuance under Equity Compensation Plans (3)

Number of Securities to be Issued upon Exercise of Outstanding Options, Warrants and Rights Weighted-Average Exercise Price of Outstanding Options, Warrants and Rights Number of Securities Remaining Available for Future Issuance under Equity Compensation Plans (2)

Equity compensation plans approved by security holders (1)

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(1) There are no securities to be issued under any equity compensation plans not approved by our security holders.

(2) The shares shown as being issuable under equity compensation plans exclude unvested restricted stock awards of 265,527 as all restricted stock awards are deemed to have been issued, and exclude all outstanding stock appreciation rights ("SARs") which are settled in cash.

(2) Our 2016 Long-Term Incentive Plan applies a fungible ratio such that a full-value award, such as a restricted stock grant or restricted stock unit grant, will be counted at two times its number for purposes of the plan limit.

1 unchanged sentence

Dividend Policy

We have paid a quarterly dividend since 2015, but we suspended all cash dividends upon the onset of the pandemic.

In addition, in connection with the Payroll Support Program Agreements we entered into with the Treasury, we are required to comply with the relevant provisions of the CARES Act and PSP Extension Act, including those prohibiting the repurchase of common stock and the payment of cash dividends until March 31, 2022.

We paid a quarterly dividend from 2015 through first quarter 2020 when we suspended all cash dividends upon the onset of the pandemic.

In addition, in connection with the Payroll Support Program Agreements we entered into with the Treasury, we are required to comply with the relevant provisions of the CARES Act, PSP Extension Act and PSP3, including those prohibiting the repurchase of common stock and the payment of cash dividends until September 30, 2022.

As a result, we have not paid any dividend since the quarterly dividend which was declared and paid in first quarter of 2020.

Our Repurchases of Equity Securities

We agreed not to repurchase shares through March 31, 2022 in connection with receipt of financial support under the Payroll Support Program Agreements.

We agreed not to repurchase shares through September 30, 2022 in connection with receipt of financial support under the Payroll Support Program Agreements.

Stock Price Performance Graph

1 unchanged sentence

The graph assumes that the value of the investment in our common stock and each index was $100 on December 31, 2016 and that all dividends are reinvested.

Stock price performance presented for the historical periods presented is not necessarily indicative of future results.

Stock price performance for the historical periods presented is not necessarily indicative of future results.

12/31/2016 12/31/2017 12/31/2018 12/31/2019 12/31/2020 12/31/2021

4 unchanged sentences

Selected Financial Data

The following financial information for each of the five years ended December 31, has been derived from our audited consolidated financial statements.

Readers should consider the selected consolidated financial data set forth below along with “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and our consolidated financial statements and related notes.

For the Year Ended December 31,

FINANCIAL DATA (in thousands except per share amounts) :

2019 2018 2017 (3)

Total operating revenue $ 990,073 $ 1,840,965 $ 1,667,447 $ 1,511,203 $ 1,378,942

Total operating expenses 1,271,058 1,477,015 1,423,988 1,280,573 1,006,375

Operating income (loss) (280,985) 363,950 243,459 230,630 372,567

Total other expense (1)

80,082 62,703 44,141 31,623 24,600

Income (loss) before income taxes (361,067) 301,247 199,318 199,007 347,967

Net income (loss) $ (184,093) $ 232,117 $ 161,802 $ 198,148 $ 220,866

Earnings (loss) per share to common shareholders:

Basic $ (11.53) $ 14.27 $ 10.02 $ 12.14 $ 13.31

Diluted (11.53) 14.26 10.00 12.13 13.29

Cash dividends declared per share 0.70 2.80 2.80 2.80 2.40

Total assets $ 3,258,925 $ 3,010,803 $ 2,498,668 $ 2,180,157 $ 1,671,576

Total long-term debt and finance leases, net of related costs 1,659,011 1,421,853 1,271,733 1,164,892 808,274

Shareholders' equity 699,363 883,551 690,321 553,311 475,740

(1) Net of capitalized interest for 2020, 2019, 2018, 2017, and 2016 in the amounts of $4.1 million, $4.5 million, $2.4 million, $3.2 million, and $1.8 million, respectively.

(2) Our unvested restricted stock awards are considered participating securities as they receive non-forfeitable rights to cash dividends at the same rate as common stock.

The basic and diluted earnings per share for the periods presented reflect the two-class method mandated by accounting guidance for the calculation of earnings per share.

Application of the two-class method did not have a significant impact on the basic or diluted earnings per share for the periods presented.

(3) Operating expenses, operating income, net income and earnings per share in 2017 were impacted by special items:

(a) a non-cash impairment charge of $35.3 million to our MD-80 fleet and related assets in the fourth quarter of 2017;

and (b) a $74.7 million income tax benefit from the remeasurement of deferred taxes due to the passage of the Tax Cuts and Jobs Act of 2017.

(4) Operating expenses, operating income, net income and earnings per share in 2020 were impacted by non-recurring items resulting from the COVID-19 Pandemic.

Refer to Note 2 - Impact of the COVID-19 Pandemic, Note 11 - Income Taxes, and Note 17 - Impairment for additional detail.

For the Year Ended December 31,

OPERATING DATA:

2020 2019 2018 2017 2016

For the Year Ended December 31, Percent Change (5)

Operating statistics (unaudited):

2021 2020 2019 YoY Yo2Y

Total system statistics:

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Fuel expense per ASM (cents) 2.52 1.69 2.65 49.1 (4.9)

1.69 2.65 2.99 2.52 2.08

Operating CASM, excluding fuel (cents) (1)

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Average fuel cost per gallon $ 2.15 $ 1.48 $ 2.18 45.3 (1.4)

$ 1.48 $ 2.18 $ 2.33 $ 1.84 $ 1.49

Scheduled service statistics:

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Block hours 256,991 191,732 238,361 34.0 7.8

Average seats per departure 174.2 172.8 171.1 0.8 1.8

Yield (cents) (3)

6.61 5.88 7.00 12.4 (5.6)

Total passenger revenue per ASM (TRASM) (cents) (2)

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$ 58.50 $ 52.45 $ 61.58 11.5 (5.0)

Average fare - ancillary air-related charges (4)

Average fare - air-related charges (4)

$ 58.33 $ 53.02 $ 51.96 10.0 12.3

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Fuel gallons consumed (thousands) 198,891 145,528 188,596 36.7 5.5

Average fuel cost per gallon $ 2.13 $ 1.48 $ 2.18 43.9 (2.3)

Rental car days sold 1,361,123 1,132,173 1,921,930 20.2 (29.2)

Hotel room nights sold 261,158 199,059 415,593 31.2 (37.2)

Percent of sales through website during period 94.7 % 93.1 % 93.3 % 1.6 1.5

Hotel room nights 199,059 415,593 409,164 390,986 439,942

Rental car days 1,132,173 1,921,930 1,823,451 1,415,901 1,502,326

Includes effect of special items in the years 2020 and 2021.

(2) Includes effect of fuel tax refund of $8.3 million (approximately $0.05 per gallon) in 2016.

Various components of this measure do not have a direct correlation to ASMs.

These figures are provided on a per ASM basis so as to facilitate comparisons with airlines reporting costs and revenues on a per ASM basis.

Defined as scheduled service revenue divided by revenue passenger miles.

Reflects division of passenger revenue between scheduled service and air-related charges in our booking path.

Except load factor and percent of sales through website, which is percentage point change.

The following terms used in this section and elsewhere in this annual report have the meanings indicated below:

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“ Operating expense per ASM ” or “ CASM ” represents operating expenses divided by total system available seat miles.

“ Operating CASM, excluding fuel ” represents operating expenses, less aircraft fuel, divided by total system available seat miles.

Although Operating CASM, excluding fuel, is not a calculation based on generally accepted accounting principles and should not be considered as an alternative to Operating Expenses as an indicator of our financial performance, this statistic provides management and investors the ability to measure and monitor our cost performance absent fuel price volatility.

“ Operating CASM, excluding fuel ” represents operating expenses, less aircraft fuel expense, divided by total system available seat miles.

This statistic provides management and investors the ability to measure and monitor our cost performance absent fuel price volatility.

Both the cost and availability of fuel are subject to many economic and political factors and therefore are beyond our control.

1 unchanged sentence

“ Revenue passenger miles ” or “RPMs” represents the number of miles flown by revenue passengers.

“Total passenger revenue per ASM” or “TRASM” represents passenger revenue divided by scheduled service available seat miles.

“Total passenger revenue per ASM” or “TRASM” represents total passenger revenue divided by scheduled service available seat miles.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 5. Market for Registrant’s Common Equity