SKYWEST INC 10-K

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA The information set forth below should be read together with the “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” appearing elsewhere herein. 45 Table of Contents Report of Independent Registered Public Accounting Firm To the Stockholders and the Board of Directors of SkyWest, Inc. Opinion on the Financial Statements We have audited the accompanying consolidated balance sheets of SkyWest, Inc. and subsidiaries (the Company) as of December 31, 2024 and 2023, the related consolidated statements of comprehensive income, stockholders’ equity and cash flows for each of the three years in the period ended December 31, 2024, and the related notes and financial statement schedule listed in the Index at Item 15(a)2 (collectively referred to as the “consolidated financial statements”). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company at December 31, 2024 and 2023, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2024, in conformity with U.S. generally accepted accounting principles. We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of December 31, 2024, based on criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework), and our report dated February 13, 2025 expressed an unqualified opinion thereon. Basis for Opinion These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion. Critical Audit Matter The critical audit matter communicated below is a matter arising from the current period audit of the financial statements that was communicated or required to be communicated to the audit committee and that: (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective or complex judgments. The communication of the critical audit matter does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates. ​ ​ ​ ​ ​ ​ ​ Calculation of deferred revenue Description of the Matter At December 31, 2024, the Company’s deferred revenue balance totaled $337.5 million, of which $54.8 million was presented as a component of other current liabilities and $282.7 million was included in other long-term liabilities on the balance sheet. As discussed in Note 1 to the consolidated financial statements, under the Company’s capacity purchase agreements, the Company is paid a fixed amount per aircraft each month over the contract term. The Company recognizes revenue related to the fixed amount per aircraft each month based upon completed block hours proportionate to total forecasted block hours over the remaining contract term. To calculate the amount of revenue 46 Table of Contents to be recognized, the Company estimates revenue per block hour using historical data and forecasted block hour activity. ​ Auditing the forecasted block hours over the remaining term of the contract, which is the primary input used in the deferred revenue calculation, required extensive audit effort due to the estimation uncertainty of the forecasted block hours over the remaining contract term. ​ How We Addressed the Matter in Our Audit We obtained an understanding, evaluated the design and tested the operating effectiveness of management’s controls over recognition and deferral of revenue related to block hours flown. This included controls over the forecasting process used to develop the estimated future block hours used in the calculation. We also tested controls over management’s review of the data used in the deferred revenue calculation. ​ To test the Company’s deferred revenue liability, we performed audit procedures that included, among others, assessing the methodology and assumptions used by the Company in the deferred revenue calculation, including testing of the forecasted block hours and validating completeness and accuracy of the underlying data used by the Company. Specifically, we compared management’s forecasted block hours to historical flight activity and existing flight schedules with partner airlines. We evaluated management’s ability to accurately forecast flight activity by performing hindsight analyses comparing actual historical results to past forecasts. We also performed sensitivity analyses to understand the impact of fluctuations in forecasted block hours to the deferred revenue liability. ​ ​ ​ /s/ Ernst & Young LLP We have served as the Company’s auditor since 2003. Salt Lake City, Utah February 13, 2025 ​ 47 Table of Contents SKYWEST, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (Dollars in thousands) ASSETS ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, December 31, ​ 2024 2023 CURRENT ASSETS: ​ ​ ​ ​ ​ ​ Cash and cash equivalents ​ $ 227,362 ​ $ 148,277 Marketable securities ​ 574,266 ​ 686,946 Receivables, net ​ 122,778 ​ 82,854 Inventories, net ​ 139,002 ​ 127,114 Other current assets ​ 53,659 ​ 86,705 Total current assets ​ 1,117,067 ​ 1,131,896 ​ ​ ​ ​ ​ ​ ​ PROPERTY AND EQUIPMENT: ​ ​ ​ ​ ​ ​ Aircraft and rotable spares ​ 8,774,570 ​ 8,323,107 Deposits on aircraft ​ 65,612 ​ 77,282 Buildings, ground equipment and other ​ 292,682 ​ 282,398 Total property and equipment, gross ​ 9,132,864 ​ 8,682,787 Less-accumulated depreciation and amortization ​ ( 3,545,456 ) ​ ( 3,199,820 ) Total property and equipment, net ​ 5,587,408 ​ 5,482,967 ​ ​ ​ ​ ​ ​ ​ OTHER ASSETS: ​ ​ ​ ​ ​ ​ Operating lease right-of-use assets ​ ​ 87,731 ​ ​ 86,727 Long-term receivables and other assets ​ 347,661 ​ 324,703 Total other assets ​ 435,392 ​ 411,430 Total assets ​ $ 7,139,867 ​ $ 7,026,293 See accompanying notes to consolidated financial statements. ​ 48 Table of Contents SKYWEST, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (Continued) (Dollars in thousands) LIABILITIES AND STOCKHOLDERS’ EQUITY ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, December 31, ​ 2024 2023 CURRENT LIABILITIES: ​ ​ ​ ​ ​ ​ Current maturities of long-term debt ​ $ 535,589 ​ $ 443,869 Accounts payable and accrued liabilities ​ 527,351 ​ 470,251 Accrued salaries, wages and benefits ​ 226,770 ​ 194,881 Current maturities of operating lease liabilities ​ 20,467 ​ 19,335 Taxes other than income taxes ​ 22,581 ​ 26,077 Other current liabilities ​ 96,833 ​ 99,879 Total current liabilities ​ 1,429,591 ​ 1,254,292 ​ ​ ​ ​ ​ ​ ​ LONG-TERM DEBT, net of current maturities ​ 2,136,786 ​ 2,562,183 ​ ​ ​ ​ ​ ​ ​ DEFERRED INCOME TAXES PAYABLE ​ 787,968 ​ 687,600 ​ ​ ​ ​ ​ ​ ​ NONCURRENT OPERATING LEASE LIABILITIES ​ 67,264 ​ 67,392 ​ ​ ​ ​ ​ ​ ​ OTHER LONG-TERM LIABILITIES ​ 309,477 ​ 341,324 ​ ​ ​ ​ ​ ​ ​ COMMITMENTS AND CONTINGENCIES (Note 5) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ STOCKHOLDERS’ EQUITY: ​ ​ ​ ​ ​ ​ Preferred stock, 5,000,000 shares authorized; none issued ​ — ​ — Common stock, no par value, 120,000,000 shares authorized; 83,638,680 and 82,840,372 shares issued as of December 31, 2024, and December 31, 2023, respectively ​ 777,090 ​ 754,362 Retained earnings ​ 2,594,173 ​ 2,271,211 Treasury stock, at cost, 43,310,324 and 42,615,347 shares as of December 31, 2024, and December 31, 2023, respectively ​ ( 962,650 ) ​ ( 912,396 ) Accumulated other comprehensive income ​ ​ 168 ​ ​ 325 Total stockholders’ equity ​ 2,408,781 ​ 2,113,502 Total liabilities and stockholders’ equity ​ $ 7,139,867 ​ $ 7,026,293 See accompanying notes to consolidated financial statements. ​ 49 Table of Contents SKYWEST, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (In thousands, except per share amounts) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ 2024 ​ 2023 ​ ​ 2022 OPERATING REVENUES: ​ ​ ​ ​ ​ Flying agreements ​ $ 3,412,798 ​ $ 2,834,397 ​ $ 2,899,837 ​ Lease, airport services and other ​ 115,122 ​ 101,035 ​ 105,088 ​ Total operating revenues ​ 3,527,920 ​ 2,935,432 ​ 3,004,925 ​ OPERATING EXPENSES: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Salaries, wages and benefits ​ 1,463,932 ​ 1,322,615 ​ 1,211,551 ​ Aircraft maintenance, materials and repairs ​ 712,642 ​ 673,453 ​ 644,157 ​ Depreciation and amortization ​ 383,880 ​ 383,115 ​ 394,552 ​ Aircraft fuel ​ 87,409 ​ 85,913 ​ 108,456 ​ Airport-related expenses ​ 85,836 ​ 72,640 ​ 71,549 ​ Aircraft rentals ​ 5,257 ​ 25,507 ​ 75,353 ​ Other operating expenses ​ 294,307 ​ 268,120 ​ 318,145 ​ Total operating expenses ​ 3,033,263 ​ 2,831,363 ​ 2,823,763 ​ OPERATING INCOME ​ 494,657 ​ 104,069 ​ 181,162 ​ OTHER INCOME (EXPENSE): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Interest income ​ 47,961 ​ 43,928 ​ 17,605 ​ Interest expense ​ ( 114,340 ) ​ ( 130,930 ) ​ ( 127,083 ) ​ Other income, net ​ 3,865 ​ 23,242 ​ 20,899 ​ Total other expense, net ​ ( 62,514 ) ​ ( 63,760 ) ​ ( 88,579 ) ​ INCOME BEFORE INCOME TAXES ​ 432,143 ​ 40,309 ​ 92,583 ​ PROVISION FOR INCOME TAXES ​ 109,181 ​ 5,967 ​ 19,630 ​ NET INCOME ​ $ 322,962 ​ $ 34,342 ​ $ 72,953 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ BASIC EARNINGS PER SHARE ​ $ 8.02 ​ $ 0.78 ​ $ 1.44 ​ DILUTED EARNINGS PER SHARE ​ $ 7.77 ​ $ 0.77 ​ $ 1.44 ​ Weighted average common shares: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Basic ​ 40,262 ​ 43,940 ​ 50,548 ​ Diluted ​ 41,547 ​ 44,599 ​ 50,644 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ COMPREHENSIVE INCOME: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net income ​ $ 322,962 ​ $ 34,342 ​ $ 72,953 ​ Net unrealized appreciation (depreciation) on marketable securities, net of taxes ​ ( 157 ) ​ 4,127 ​ ( 3,802 ) ​ TOTAL COMPREHENSIVE INCOME ​ $ 322,805 ​ $ 38,469 ​ $ 69,151 ​ See accompanying notes to consolidated financial statements. ​ 50 Table of Contents SKYWEST, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY (In thousands) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Accumulated ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Other ​ ​ ​ ​ ​ Common Stock ​ Retained ​ Treasury Stock ​ Comprehensive ​ ​ ​ ​ ​ Shares ​ Amount ​ Earnings ​ Shares ​ Amount ​ Income (Loss) ​ Total Balance at December 31, 2021 82,336 ​ $ 722,310 ​ $ 2,163,916 ( 31,956 ) ​ $ ( 618,712 ) ​ $ — ​ $ 2,267,514 Net income — ​ — ​ 72,953 — ​ — ​ — ​ 72,953 Exercise of common stock options and vested employee stock awards 151 ​ ​ 142 ​ — — ​ — ​ — ​ 142 Employee income tax paid on vested equity awards ​ — ​ ​ — ​ ​ — ​ ( 38 ) ​ ​ ( 1,150 ) ​ ​ — ​ ​ ( 1,150 ) Sale of common stock under employee stock purchase plan 106 ​ ​ 2,815 ​ — — ​ — ​ — ​ 2,815 Stock based compensation expense — ​ 9,159 ​ — — ​ — ​ — ​ 9,159 Net unrealized depreciation on marketable securities, net of tax of $ 1,224 — ​ ​ — ​ ​ — ​ — ​ ​ — ​ ​ ( 3,802 ) ​ ( 3,802 ) Balance at December 31, 2022 82,593 ​ $ 734,426 ​ $ 2,236,869 ( 31,994 ) ​ $ ( 619,862 ) ​ $ ( 3,802 ) ​ $ 2,347,631 Net income — ​ — ​ 34,342 — ​ — ​ — ​ 34,342 Exercise of common stock options and vested employee stock awards 130 ​ ​ 57 ​ — — ​ — ​ — ​ 57 Employee income tax paid on vested equity awards ​ — ​ ​ — ​ ​ — ​ ( 32 ) ​ ​ ( 585 ) ​ ​ — ​ ​ ( 585 ) Sale of common stock under employee stock purchase plan 117 ​ ​ 2,754 ​ — — ​ — ​ — ​ 2,754 Stock based compensation expense — ​ 17,125 ​ — — ​ — ​ — ​ 17,125 Treasury stock purchases and related excise tax ​ — ​ — ​ — ( 10,589 ) ​ ( 291,949 ) ​ — ​ ​ ( 291,949 ) Net unrealized appreciation on marketable securities, net of tax of $ 1,329 ​ — ​ ​ — ​ ​ — ​ — ​ ​ — ​ ​ 4,127 ​ 4,127 Balance at December 31, 2023 82,840 ​ $ 754,362 ​ $ 2,271,211 ( 42,615 ) ​ $ ( 912,396 ) ​ $ 325 ​ $ 2,113,502 Net income — ​ — ​ 322,962 — ​ — ​ — ​ 322,962 Vested employee stock awards 270 ​ ​ — ​ — — ​ — ​ — ​ — Employee income tax paid on vested equity awards ​ — ​ ​ — ​ ​ — ​ ( 117 ) ​ ​ ( 6,930 ) ​ ​ — ​ ​ ( 6,930 ) Sale of common stock under employee stock purchase plan 48 ​ ​ 2,864 ​ — — ​ — ​ — ​ 2,864 Issuance of common stock upon warrant exercise, net ​ 481 ​ ​ — ​ — — ​ — ​ — ​ — Stock based compensation expense — ​ 19,864 ​ — — ​ — ​ — ​ 19,864 Treasury stock purchases ​ — ​ — ​ — ( 578 ) ​ ( 43,324 ) ​ — ​ ( 43,324 ) Net unrealized depreciation on marketable securities, net of tax of $ 51 ​ — ​ ​ — ​ ​ — ​ — ​ ​ — ​ ​ ( 157 ) ​ ​ ( 157 ) Balance at December 31, 2024 83,639 ​ $ 777,090 ​ $ 2,594,173 ( 43,310 ) ​ $ ( 962,650 ) ​ $ 168 ​ $ 2,408,781 See accompanying notes to consolidated financial statements. ​ 51 Table of Contents SKYWEST, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (In thousands) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ 2024 ​ 2023 ​ ​ 2022 CASH FLOWS FROM OPERATING ACTIVITIES: ​ ​ ​ ​ ​ Net income ​ $ 322,962 ​ $ 34,342 ​ $ 72,953 ​ Adjustments to reconcile net income to net cash provided by operating activities: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Depreciation and amortization ​ 383,880 ​ 383,115 ​ 394,552 ​ Stock based compensation expense ​ 19,864 ​ 17,125 ​ 9,159 ​ Decrease in credit loss reserves ​ ​ ( 3,628 ) ​ ​ ( 185 ) ​ ​ ( 4,591 ) ​ Gain on disposal of fixed assets ​ ​ ( 8,245 ) ​ ​ ( 14,295 ) ​ ​ ( 7,948 ) ​ Loss (gain) on investments in other companies ​ ​ 6,815 ​ ​ 479 ​ ​ ( 11,380 ) ​ Net increase in deferred income taxes ​ 100,368 ​ 539 ​ 23,825 ​ Impairment (gain) on assets held for sale ​ ​ ( 4,157 ) ​ ​ 2,318 ​ ​ 51,384 ​ Changes in operating assets and liabilities: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Decrease (increase) in receivables ​ ( 41,171 ) ​ 19,818 ​ ( 32,959 ) ​ Decrease (increase) in income tax receivable ​ ( 7,504 ) ​ 997 ​ 7,815 ​ Increase in inventories ​ ( 11,888 ) ​ ( 3,905 ) ​ ( 16,628 ) ​ Decrease (increase) in other current assets ​ ( 13,813 ) ​ 1,593 ​ ( 2,871 ) ​ Decrease (increase) in operating lease right-of-use assets ​ ​ ( 1,004 ) ​ ​ 25,954 ​ ​ 86,588 ​ Increase (decrease) in operating lease liabilities ​ ​ 1,004 ​ ​ ( 54,984 ) ​ ​ ( 76,812 ) ​ Increase (decrease) in deferred revenue ​ ​ ( 40,012 ) ​ ​ 229,862 ​ ​ 40,812 ​ Decrease (increase) in unbilled revenue ​ ​ ( 7,871 ) ​ ​ 12,601 ​ ​ ( 11,491 ) ​ Increase (decrease) in accounts payable and other current liabilities ​ ( 3,138 ) ​ 80,960 ​ ( 42,032 ) ​ NET CASH PROVIDED BY OPERATING ACTIVITIES ​ 692,462 ​ 736,334 ​ 480,376 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ CASH FLOWS FROM INVESTING ACTIVITIES: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Purchases of marketable securities ​ ( 1,430,733 ) ​ ( 1,339,465 ) ​ ( 1,834,403 ) ​ Sales of marketable securities ​ 1,543,256 ​ 1,600,877 ​ 1,488,359 ​ Acquisition of property and equipment: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Aircraft and rotable spare parts ​ ( 265,854 ) ​ ( 238,068 ) ​ ( 632,460 ) ​ Buildings and ground equipment ​ ( 44,895 ) ​ ( 13,258 ) ​ ( 13,031 ) ​ Proceeds from the sale of property and equipment ​ 5,154 ​ 15,879 ​ 16,983 ​ Deposits on aircraft ​ ​ ( 17,535 ) ​ ​ ( 65,000 ) ​ ​ ( 37,100 ) ​ Aircraft deposits applied towards acquired aircraft ​ ​ — ​ ​ 11,649 ​ ​ 138,383 ​ Decrease (increase) in investments and financing activities with third parties and other assets ​ ( 18,020 ) ​ 4,158 ​ ( 31,625 ) ​ NET CASH USED IN INVESTING ACTIVITIES ​ ( 228,627 ) ​ ( 23,228 ) ​ ( 904,894 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ CASH FLOWS FROM FINANCING ACTIVITIES: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Proceeds from issuance of long-term debt ​ 116,165 ​ 69,689 ​ 684,502 ​ Principal payments on long-term debt ​ ( 452,855 ) ​ ( 447,604 ) ​ ( 415,050 ) ​ Payment of debt issuance cost ​ ​ ( 670 ) ​ ​ ( 175 ) ​ ​ ( 2,178 ) ​ Net proceeds from issuance of common stock ​ 2,864 ​ 2,811 ​ 2,957 ​ Employee income tax paid on vested equity awards ​ ​ ( 6,930 ) ​ ​ ( 585 ) ​ ​ ( 1,150 ) ​ Purchase of treasury stock and related excise tax ​ ( 43,324 ) ​ ( 291,949 ) ​ — ​ NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES ​ ( 384,750 ) ​ ( 667,813 ) ​ 269,081 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Increase (decrease) in cash and cash equivalents ​ 79,085 ​ 45,293 ​ ( 155,437 ) ​ Cash and cash equivalents at beginning of period ​ 148,277 ​ 102,984 ​ 258,421 ​ CASH AND CASH EQUIVALENTS AT END OF PERIOD ​ $ 227,362 ​ $ 148,277 ​ $ 102,984 ​ See accompanying notes to consolidated financial statements. 52 Table of Contents SKYWEST, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (Continued) (In thousands) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION: ​ 2024 ​ 2023 ​ 2022 Non-cash investing and financing activities: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Acquisition of property and equipment ​ $ 99,266 ​ $ 12,583 ​ $ 16,826 ​ Derecognition of right of use assets ​ $ — ​ $ ( 39,247 ) ​ $ — ​ Derecognition of operating lease liabilities ​ $ — ​ $ 39,247 ​ $ — ​ Cash paid during the period for: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Interest, net of capitalized amounts ​ $ 113,571 ​ $ 128,288 ​ $ 125,321 ​ Income taxes ​ $ 18,588 ​ $ 13,610 ​ $ 1,166 ​ See accompanying notes to consolidated financial statements. ​ ​ 53 Table of Contents SKYWEST, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2024 (1) Nature of Operations and Summary of Significant Accounting Policies SkyWest, Inc. (the “Company”), through its subsidiary, SkyWest Airlines, Inc. (“SkyWest Airlines”) operates the largest regional airline in the United States. As of December 31, 2024, SkyWest Airlines offered scheduled passenger service under code-share agreements with United Airlines, Inc. (“United”), Delta Air Lines, Inc. (“Delta”), American Airlines, Inc. (“American”) and Alaska Airlines, Inc. (“Alaska”) with approximately 2,190 total daily departures to destinations in the United States, Canada and Mexico. Additionally, the Company provides airport customer service and ground handling services for other airlines throughout its system. In 2022, the Company formed SkyWest Charter, LLC (“SWC”), which began operations in 2023. SWC offers an on-demand charter flight service. As of December 31, 2024, the Company had 624 total aircraft in its fleet, including 492 aircraft in scheduled service or under contract pursuant to its code-share agreements, summarized as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ E175 CRJ900 CRJ700/CRJ550 CRJ200 Total United 114 ​ — ​ 27 ​ 75 ​ 216 Delta ​ 86 ​ 36 ​ 21 ​ — ​ 143 American 20 ​ — ​ 71 ​ — ​ 91 Alaska 42 ​ — ​ — ​ — ​ 42 Aircraft in scheduled service or under contract ​ 262 ​ 36 ​ 119 ​ 75 ​ 492 SWC ​ — ​ — ​ — ​ 18 ​ 18 Leased to third parties — ​ 5 ​ 35 ​ — ​ 40 Other (1) — ​ 8 ​ 20 ​ 46 ​ 74 Total Fleet 262 ​ 49 ​ 174 ​ 139 ​ 624 (1) As of December 31, 2024, other aircraft included: supplemental spare aircraft supporting the Company’s code-share agreements that may be placed under future code-share or leasing arrangements, aircraft transitioning between code-share agreements with the Company’s major airline partners or aircraft that are scheduled to be disassembled for use as spare parts. For the year ended December 31, 2024, approximately 43.9 % of the Company’s aircraft in scheduled service was operated for United, approximately 29.1 % was operated for Delta, approximately 18.5 % was operated for American and approximately 8.5 % was operated for Alaska. SkyWest Airlines has been a code-share partner with Delta since 1987, United since 1997, Alaska since 2011 and American since 2012. As of December 31, 2024, SkyWest Airlines operated as a Delta Connection carrier primarily in Salt Lake City, Detroit and Minneapolis, a United Express carrier primarily in Los Angeles, San Francisco, Denver, Houston, Chicago and the Pacific Northwest, an American carrier primarily in Chicago, Dallas, Los Angeles and Phoenix and an Alaska carrier primarily in the Pacific Northwest. SkyWest Airlines operates the following aircraft manufactured by MHI RJ Aviation ULC, formerly known as Bombardier Aerospace (“Bombardier”): CRJ900s, CRJ700s , including a 50 -seat configuration of the CRJ700, commonly referred to as a “CRJ550,” and CRJ200s, and E175s manufactured by Embraer. The CRJ700 , CRJ550 , CRJ900 and E175 aircraft, commonly referred to as “dual -class aircraft,” have a first class seat configuration typically configured between 50 to 76 seats. SkyWest Airlines operates the CRJ200 as a single-class, 50 -seat aircraft and SWC operates the CRJ200 in a 30 -seat configuration. Basis of Presentation The Company’s consolidated financial statements include the accounts of the Company and the SkyWest Airlines and SWC and SkyWest Leasing segments, with all inter-company transactions and balances having been eliminated. 54 Table of Contents In preparing the accompanying consolidated financial statements, the Company has reviewed, as determined necessary by the Company’s management, events that have occurred after December 31, 2024, through the filing date of the Company’s annual report with the U.S. Securities and Exchange Commission. Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ materially from those estimates and assumptions. Cash and Cash Equivalents The Company considers all highly liquid investments with an original maturity of three months or less to be cash equivalents. The Company had no restricted cash as of December 31, 2024 and 2023. Marketable Securities The Company’s investments in debt securities are classified as available-for-sale and are reported at fair market value with the net unrealized appreciation (depreciation) reported as a component of accumulated other comprehensive income in stockholders’ equity. At the time of sale, any realized appreciation or depreciation, calculated by the specific identification method, is recognized in other income and expense. The Company’s position in marketable securities as of December 31, 2024 and 2023 was as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Gross unrealized ​ Gross unrealized ​ ​ ​ ​ At December 31, 2024 Amortized Cost holding gains holding losses Fair market value Marketable securities: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Bond and bond funds ​ $ 462,111 ​ $ 313 ​ $ ( 91 ) ​ $ 462,333 ​ Commercial Paper ​ 111,933 ​ — ​ — ​ 111,933 ​ Total marketable securities ​ $ 574,044 ​ $ 313 ​ $ ( 91 ) ​ $ 574,266 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Gross unrealized ​ ​ Gross unrealized ​ ​ ​ ​ At December 31, 2023 Amortized Cost holding gains holding losses Fair market value Marketable securities: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Bond and bond funds ​ $ 676,644 ​ $ 430 ​ $ — ​ $ 677,074 ​ Commercial Paper ​ 9,872 ​ — ​ — ​ 9,872 ​ Total marketable securities ​ $ 686,516 ​ $ 430 ​ $ — ​ $ 686,946 ​ ​ As of December 31, 2024 and 2023, the Company had classified $ 574.3 million and $ 686.9 million of marketable securities, respectively, as short-term because it had the intent to maintain a liquid portfolio and the ability to redeem the securities within one year . Inventories Inventories include expendable parts, fuel and supplies and are valued at cost (FIFO basis) less an allowance for obsolescence based on historical part turnover, excess parts and management’s expectations of future operations. Expendable inventory parts are charged to expense as used. An obsolescence allowance for flight equipment expendable parts is accrued based on estimated lives of the corresponding fleet types, anticipated part usage and salvage values. The inventory allowance as of December 31, 2024 and 2023, was $ 28.8 million and $ 26.1 million, respectively. 55 Table of Contents Property and Equipment Property and equipment are stated at cost and depreciated over their useful lives to their estimated residual values using the straight-line basis. The Company revises its estimated useful life and residual values assumptions when facts and circumstances occur, particularly as the Company’s CRJ fleet ages. In the fourth quarter of 2024, the Company extended the CRJ700 contract with American and entered into agreements with United to place 40 CRJ550s under contract. As a result, the Company extended the estimated useful lives of its CRJ700/CRJ550 fleet an average of three years and revised the residual values of the assets accordingly. This resulted in a $ 3.0 million decrease in depreciation expense for the month ended December 31, 2024. The decrease in depreciation related to these CRJ assets is expected to be significantly offset in 2025 by any depreciation expense from new investments in capital expenditures, including the eight E175 aircraft the Company anticipates taking delivery of throughout 2025. The following summarizes the Company’s useful life and residual value assumptions as of December 31, 2024: ​ ​ ​ ​ ​ ​ ​ Assets ​ Depreciable Life ​ Current Residual Value Aircraft, rotable spares, and spare engines ​ up to 27 years up to 20 % Ground equipment ​ up to 10 years 0 % Office equipment ​ up to 5 years ​ 0 % Leasehold improvements ​ Shorter of 15 years or lease term 0 % Buildings ​ 20 - 39.5 years 0 % ​ Impairment of Long-Lived Assets As of December 31, 2024, the Company had approximately $ 5.6 billion of property and equipment, net of accumulated depreciation. In accounting for these long-lived assets, the Company makes estimates about the expected useful lives of the assets, the expected residual values of such assets, and the potential for impairment based on projected future cash flows and estimated fair value of the assets. Factors indicating potential impairment include, but are not limited to, significant decreases in the market value of the long-lived assets, a significant change in the condition of the long-lived assets and operating cash flow losses associated with the use of the long-lived assets. On a periodic basis, the Company evaluates whether impairment indicators are present. When considering whether or not impairment of long-lived assets exists, the Company groups similar assets together at the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets and liabilities and compare the undiscounted cash flows for each asset group to the net carrying amount of the assets supporting the asset group. Asset groupings are done at the aircraft type level. Capitalized Interest Interest is capitalized on aircraft purchase deposits as a portion of the cost of the asset and is depreciated over the estimated useful life of the asset. During the years ended December 31, 2024, 2023 and 2022, the Company capitalized interest costs of approximately $ 3.3 million, $ 1.5 million and $ 1.9 million, respectively. Maintenance The Company operates under a U.S. Federal Aviation Administration approved continuous inspection and maintenance program. The Company uses the direct expense method of accounting for its regional jet engine overhauls. The Company has engine services agreements with third-party vendors to provide long-term engine services covering the scheduled and unscheduled repairs for most of its aircraft. Under the terms of the agreements, the Company pays a fixed dollar amount per engine hour flown per month and the third-party vendors will assume the responsibility to repair the engines at no additional cost to the Company, subject to certain specified exclusions. Maintenance costs under these contracts are recognized when the engine hour is flown pursuant to the terms of each contract. The repair costs for engines not covered by these hourly service agreements are expensed when repair services are incurred. The costs of maintenance for airframe and avionics components, landing gear and other recurring maintenance are expensed as incurred. Flying Agreements and Airport Customer Service and Other Revenues The Company recognizes revenue under its flying agreements and under its lease, airport services and other service agreements when the service is provided under the applicable agreement. Under the Company’s capacity 56 Table of Contents purchase agreements with United, Delta, American and Alaska (each, a “major airline partner”), the major airline partner generally pays the Company a fixed-fee for each departure, flight hour (measured from takeoff to landing, excluding taxi time) or block hour (measured from takeoff to landing, including taxi time) incurred, and an amount per aircraft in service each month, with additional incentives based on flight completion, on-time performance or other performance metrics. The major airline partner also directly pays for or reimburses the Company for certain direct expenses incurred under the capacity purchase agreement, such as fuel, airport landing fees and airport rents. Under the capacity purchase agreements, the Company’s performance obligation is met when each flight is completed, measured in completed block hours, and is reflected in flying agreements revenue. The transaction price for the capacity purchase agreements is determined from the fixed-fee consideration, incentive consideration and directly reimbursed expenses earned as flights are completed over the agreement term. For the years ended December 31, 2024, 2023 and 2022, capacity purchase agreements represented approximately 86.6 %, 86.5 % and 88.0 % of the Company’s flying agreements revenue, respectively. Under the Company’s prorate agreements, the major airline partner and the Company negotiate a passenger fare proration formula, pursuant to which the Company receives a percentage of the ticket revenues for those passengers traveling for one portion of their trip on a Company airline and the other portion of their trip on the major airline partner. Under the Company’s prorate flying agreements, the performance obligation is met and revenue is recognized when each flight is completed based upon the portion of the prorate passenger fare the Company determines that it will receive for each completed flight. The transaction price for the prorate agreements is determined from the proration formula derived from each passenger ticket amount on each completed flight over the agreement term. Certain routes under the Company’s prorate agreements are subsidized by the U.S. Department of Transportation under the Essential Air Service (“EAS”) program, a program created to ensure small communities in the United States maintain a minimum level of scheduled air service. The EAS contracts are generally between two to three years in duration and the Company recognizes EAS revenue on a per-completed-flight basis pursuant to the terms of each contract. In the event the Company receives upfront consideration for an EAS contract, the Company recognizes the revenue on a per-completed flight basis over the EAS contract term. Under the Company’s charter operations, SWC, the Company negotiates a fare for the charter flight with the customer. The performance obligation is met and revenue is recognized upon completion of the flight. For the years ended December 31, 2024, 2023 and 2022, prorate flying agreements and SWC revenue represented approximately 13.4 %, 13.5 %, and 12.0 % of the Company’s flying agreements revenue, respectively. The following table represents the Company’s flying agreements revenue by type for the years ended December 31, 2024, 2023 and 2022 (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the year ended December 31, ​ 2024 2023 ​ 2022 Capacity purchase agreements flight operations revenue (non-lease component) ​ $ 2,415,598 ​ $ 1,976,743 ​ $ 2,028,308 Capacity purchase agreements fixed aircraft lease revenue ​ ​ 303,134 ​ ​ 296,047 ​ ​ 504,529 Capacity purchase agreements variable aircraft lease revenue ​ 236,676 ​ ​ 180,218 ​ ​ 17,664 Prorate agreements and SWC revenue ​ 457,390 ​ ​ 381,389 ​ ​ 349,336 Flying agreements revenue ​ $ 3,412,798 $ 2,834,397 ​ $ 2,899,837 ​ The Company allocates the total consideration received under its capacity purchase agreements between lease and non-lease components based on stand-alone selling prices. A portion of the Company’s compensation under its capacity purchase agreements relates to operating the aircraft, identified as the non-lease component of the capacity purchase agreement. The Company recognizes revenue attributed to the non-lease component received as fixed-fees for each departure, flight hour or block hour on an as-completed basis for each reporting period. The Company recognizes revenue attributed to the non-lease component received as fixed monthly payments per aircraft proportionate to the number of block hours completed during each reporting period, relative to the estimated number of block hours the Company anticipates completing over the remaining contract term. Accordingly, the Company’s revenue recognition will likely vary from the timing of cash receipts under the Company’s capacity purchase agreements. The Company refers to cash received under its capacity purchase agreements prior to recognizing revenue as “deferred revenue,” and the Company refers to revenue recognized prior to billing its major airline partners under its capacity purchase 57 Table of Contents agreements as “unbilled revenue” for each reporting period. In 2024, the Company recognized $ 35.5 million of previously deferred revenue associated with the non-lease fixed monthly payments under certain agreements and increased unbilled revenue by $ 7.9 million under certain other agreements, compared to deferring revenue of $ 151.4 million and decreasing unbilled revenue by $ 12.6 million in 2023, and deferring revenue of $ 18.7 million and recognizing $ 11.5 million of unbilled revenue in 2022. A portion of the Company’s compensation under its capacity purchase agreements is designed to reimburse the Company for certain aircraft ownership costs. The consideration for aircraft ownership costs varies by agreement but is intended to cover either the Company’s aircraft principal and interest debt service costs, its aircraft depreciation and interest expense or its aircraft lease expense costs while the aircraft is under contract. The consideration received for the use of the aircraft under the Company’s capacity purchase agreements is accounted for as lease revenue, inasmuch as the agreements identify the “right of use” of a specific type and number of aircraft over a stated period of time. The lease revenue associated with the Company’s capacity purchase agreements is accounted for as an operating lease and is reflected as flying agreements revenue on the Company’s consolidated statements of comprehensive income. The Company recognizes fixed monthly lease payments as lease revenue using the straight-line basis over the capacity purchase agreement term and variable lease payments in the period when the block hours are completed. The Company recognized $ 1.5 million of previously deferred lease revenue during the year ended December 31, 2024, whereas the Company deferred recognizing lease revenue of $ 78.5 million and $ 22.1 million during the years ended December 31, 2023 and 2022, respectively, for the fixed monthly lease payments under the straight-line basis. The Company has not separately stated aircraft rental income and aircraft rental expense in the consolidated statement of comprehensive income because the use of the aircraft is not a separate activity of the total service provided under the capacity purchase agreements. The Company’s total deferred revenue balance as of December 31, 2024, was $ 337.5 million, including $ 54.8 million in other current liabilities and $ 282.7 million in other long-term liabilities. The Company’s unbilled revenue balance as of December 31, 2024, was $ 15.1 million, including $ 1.1 million in other current assets and $ 14.0 million in other long-term assets. The Company’s total deferred revenue balance as of December 31, 2023, was $ 374.6 million, including $ 61.0 million in other current liabilities and $ 313.6 million in other long-term liabilities. T he Company’s unbilled revenue balance as of December 31, 2023, was $ 7.3 million, including $ 1.2 million in other current assets and $ 6.1 million in other long-term assets. The Company’s capacity purchase and prorate agreements include weekly provisional cash payments from the respective major airline partner based on a projected level of flying each month. The Company and each major airline partner subsequently reconcile these payments to the actual completed flight activity on a monthly or quarterly basis. In several of the Company’s agreements, the Company is eligible to receive incentive compensation upon the achievement of certain performance criteria. The incentives are defined in the agreements and are measured and determined on a monthly or annual basis. At the end of each period during the term of an agreement, the Company calculates the incentives achieved during that period and recognizes revenue attributable to that agreement accordingly, subject to the variable constraint guidance under Accounting Standard Codification (“ASC”) Topic 606. The following summarizes the significant provisions of each code-share agreement the Company has with each major airline partner through SkyWest Airlines: United Express Agreements Agreement Aircraft type Number of Aircraft Term / Termination Dates United Express Agreements (capacity purchase agreement) ​ · E175 · CRJ700/CRJ550 · CRJ200 ​ 114 27 50 ​ · Individual aircraft have scheduled removal dates under the agreement between 2025 and 2033 · The average remaining term of the aircraft under contract is 2.5 years United Express Prorate Agreement (prorate agreement) ​ · CRJ 200 ​ 25 * ​ · Terminable with 120 -day notice Total under United Express Agreements ​ ​ ​ 216 ​ ​ ​ 58 Table of Contents Delta Connection Agreements Agreement Aircraft type Number of Aircraft Term / Termination Dates Delta Connection Agreement (capacity purchase agreement) ​ · E175 · CRJ900 · CRJ700 ​ 86 35 5 ​ · Individual aircraft have scheduled removal dates from 2025 to 2034 · The average remaining term of the aircraft under contract is 4.2 years Delta Connection Prorate Agreement (prorate agreement) ​ · CRJ900 · CRJ700/CRJ550 ​ 1 * 16 * ​ · Terminable with 30 -day notice Total under Delta Connection Agreements ​ ​ ​ 143 ​ ​ ​ American Capacity Purchase Agreement Agreement Aircraft type Number of Aircraft Term / Termination Dates American Agreement (capacity purchase agreement) ​ · E175 · CRJ700 ​ 20 71 ​ · Individual aircraft have scheduled removal dates from 2025 to 2032 · The average remaining term of the aircraft under contract is 4.6 years Total under American Agreement ​ ​ ​ 91 ​ ​ ​ Alaska Capacity Purchase Agreement Agreement Aircraft type Number of Aircraft Term / Termination Dates Alaska Agreement (capacity purchase agreement) ​ · E175 ​ 42 ​ · Individual aircraft have scheduled removal dates from 2030 to 2034 · The average remaining term of the aircraft under contract is 6.5 years * The Company’s prorate agreements are based on specific routes, not a specific aircraft count. The number of aircraft listed above for each prorate agreement approximates the number of aircraft the Company uses to serve the prorate routes. In addition to the contractual agreements described above, as of December 31, 2024, SkyWest Airlines reached agreements with certain major airline partners to place additional aircraft under capacity purchase agreements as summarized below. The Company is coordinating with its major airline partners to optimize the timing of upcoming fleet deliveries and the delivery timing referenced below is subject to change. ● Capacity purchase agreement with United for 15 new E175 aircraft. Seven new E175 aircraft are currently scheduled for delivery in 2025 and eight new E175 aircraft are scheduled for delivery in 2026. The Company anticipates financing the aircraft through debt. ● Capacity purchase agreement with Alaska for one new E175 aircraft. The delivery date for the new E175 aircraft is currently scheduled for 2025. The Company anticipates financing the aircraft through debt. ● Capacity purchase agreement with United for 30 used CRJ550 aircraft. Pursuant to these agreements, the Company is in the process of acquiring four used CRJ550s and will convert 26 of its CRJ700s to CRJ550s. The aircraft are anticipated to be placed into service in 2025 through the end of 2026. When an aircraft is scheduled for expiration from a capacity purchase agreement, the Company may, as practical under the circumstances, negotiate an extension with the respective major airline partner, negotiate the placement of the aircraft with another major airline partner, return the aircraft to the major airline partner when the aircraft is provided by the major airline partner, place owned aircraft for sale or pursue other uses for the aircraft. Other uses for the aircraft may include placing the aircraft in a prorate agreement, leasing the aircraft to a third party or disassembling aircraft components such as the engines and parts to be used as spare inventory. 59 Table of Contents Lease, airport services and other revenues primarily consist of revenue generated from aircraft and spare engines leased to third parties and from airport customer service agreements, such as gate and ramp agent services at various airports where the Company has been contracted by third parties to provide such services. The following table represents the Company’s lease, airport services and other revenues for the years ended December 31, 2024, 2023 and 2022 (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the year ended December 31, ​ 2024 2023 ​ 2022 Operating lease revenue ​ $ 56,063 ​ $ 47,554 ​ $ 48,714 Operating lease revenue relating to variable lease payments ​ ​ 28,877 ​ ​ 18,420 ​ ​ 17,050 Airport customer service and other revenue ​ ​ 30,182 ​ ​ 35,061 ​ ​ 39,324 Lease, airport services and other ​ $ 115,122 ​ $ 101,035 ​ $ 105,088 The following table summarizes future minimum rental income under operating leases primarily related to leased aircraft and engines that had remaining non-cancelable lease terms as of December 31, 2024 (in thousands): ​ ​ ​ ​ 2025 $ 42,869 2026 ​ 37,194 2027 ​ 37,180 2028 ​ 36,293 2029 ​ 34,853 Thereafter ​ 20,208 Total future minimum rental income under operating leases ​ $ 208,597 Of the Company’s $ 5.6 billion of property and equipment, net of accumulated depreciation as of December 31, 2024, $ 202.3 million of regional jet aircraft and spare engines were leased to third parties under operating leases. The Company’s mitigation strategy for the residual asset risks of these assets includes leasing aircraft and engine types that can be operated by the Company in the event of a default. Additionally, the operating leases typically have specified lease return condition requirements paid by the lessee to the Company and the Company typically maintains inspection rights under the leases. The transaction price for airport customer service agreements is determined from an agreed-upon rate by location applied to the applicable number of flights handled by the Company over the agreement term. The Company’s operating revenues could be impacted by several factors, including changes to the Company’s code-share agreements with its major airline partners, changes in flight schedules, contract modifications resulting from contract renegotiations, the Company’s ability to earn incentive payments contemplated under the Company’s code-share agreements and settlement of reimbursement disputes with the Company’s major airline partners. Other ancillary revenues commonly associated with airlines, such as baggage fee revenue, ticket change fee revenue and the marketing component of the sale of mileage credits, are retained by the Company’s major airline partners on flights that the Company operates under its code-share agreements. As of December 31, 2024, the Company had $ 122.8 million in accounts receivable of which $ 105.2 million is related to flying agreements. As of December 31, 2023, the Company had $ 82.9 million in accounts receivable of which $ 73.6 million is related to flying agreements. Allowance for Credit Losses The Company has an allowance for credit losses associated with its accounts receivable, notes receivable and third-party debt guarantees. The Company monitors publicly available credit ratings for entities for which the Company has a significant receivable balance or guarantee. As of December 31, 2024, the Company had gross receivables of $ 125.9 million in current assets and gross receivables of $ 225.2 million in other long-term assets. As of December 31, 2023, the Company had gross receivables of $ 86.1 million in current assets and gross receivables of $ 199.8 million in other long-term assets. The Company has established credit loss reserves based on publicly available historic default rates issued by a third party for companies with similar credit ratings, factoring in the term of the respective accounts 60 Table of Contents receivable, notes receivable or guarantee. During the year ended December 31, 2024, the Company recorded $ 3.6 million of adjustments to the credit loss reserve. During the year ended December 31, 2023, the Company recorded $ 0.2 million of adjustments to the credit loss reserve and wrote-off $ 18.5 million in receivables that were fully reserved as of December 31, 2022. There were no other significant changes in the outstanding accounts receivable, notes receivable, guarantees or credit ratings of the entities. The following table summarizes the changes in allowance for credit losses: ​ ​ ​ ​ ​ Allowance for Credit Losses Balance at December 31, 2021 ​ $ 41,976 Adjustments to credit loss reserves ​ ​ ( 4,591 ) Write-offs charged against allowance ​ ​ — Balance at December 31, 2022 ​ $ 37,385 Adjustments to credit loss reserves ​ ​ ( 185 ) Write-offs charged against allowance ​ ​ ( 18,501 ) Balance at December 31, 2023 ​ $ 18,699 Adjustments to credit loss reserves ​ ( 3,628 ) Write-offs charged against allowance ​ — Balance at December 31, 2024 ​ $ 15,071 ​ Income Taxes The Company recognizes a net liability or asset for the deferred tax consequences of all temporary differences between the tax basis of assets and liabilities and their reported amounts in the consolidated financial statements that are expected to result in taxable or deductible amounts in future years when the reported amounts of the assets and liabilities are recovered or settled. Net Income Per Common Share Basic net income per common share (“Basic EPS”) excludes dilution and is computed by dividing net income by the weighted average number of common shares outstanding during the period. Diluted net income per common share (“Diluted EPS”) reflects the potential dilution that could occur if stock options or other contracts to issue common stock were exercised or converted into common stock. The computation of Diluted EPS does not assume exercise or conversion of securities that would have an anti-dilutive effect on net income per common share. Securities that could potentially dilute Basic EPS in the future, and which were excluded from the calculation of Diluted EPS because inclusion of such share would be anti-dilutive, are as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ ​ 2024 ​ 2023 ​ 2022 Treasury Warrants (1) ​ ​ — ​ ​ 286 ​ ​ 640 Unvested Employee Equity Awards ​ ​ — ​ ​ 15 ​ ​ 219 Total antidilutive securities ​ ​ — ​ ​ 301 ​ ​ 859 (1) Warrants originally issued to U.S. Department of the Treasury (“Treasury”) to purchase shares of SkyWest common stock issued pursuant to the three Payroll Support Program Agreements and a loan agreement with the U.S. Treasury. See Note 9, “Capital Transactions” for further discussion on the warrants issued to Treasury. Additionally, for the years ended December 31, 2024, 2023 and 2022, 209,000 , 334,000 and 146,000 performance share units (“PSUs”) (at target performance) were excluded from the computation of Diluted EPS since the Company had not achieved the minimum target thresholds for these PSUs as of December 31, 2024, 2023 and 2022, respectively. 61 Table of Contents The calculation of the weighted average number of common shares outstanding for Basic EPS and Diluted EPS are as follows for the years ended December 31, 2024, 2023 and 2022 (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ ​ 2024 ​ 2023 ​ 2022 Numerator: ​ ​ ​ ​ Net income ​ $ 322,962 ​ $ 34,342 ​ $ 72,953 Denominator: ​ ​ ​ ​ ​ ​ ​ ​ ​ Basic earnings per share weighted average shares ​ 40,262 ​ 43,940 ​ 50,548 Dilution due to employee equity awards and warrants ​ 1,285 ​ 659 ​ 96 Diluted earnings per share weighted average shares ​ 41,547 ​ 44,599 ​ 50,644 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Basic earnings per share ​ $ 8.02 ​ $ 0.78 ​ $ 1.44 Diluted earnings per share ​ $ 7.77 ​ $ 0.77 ​ $ 1.44 ​ Comprehensive Income Comprehensive income includes charges and credits to stockholders’ equity that are not the result of transactions with the Company’s shareholders, including changes in unrealized appreciation or depreciation on marketable debt securities. Fair Value of Financial Instruments The carrying amounts reported in the consolidated balance sheets for receivables and accounts payable approximate fair values because of the immediate or short-term maturity of these financial instruments. Marketable securities are reported at fair value based on market quoted prices in the consolidated balance sheets. Certain investments in other companies are reported at fair value based on market quoted prices or using the Black Scholes Option Pricing model in the consolidated balance sheets. The fair value of the Company’s long-term debt, as disclosed in Note 3, is estimated based on current rates offered to the Company for similar debt. Segment Reporting GAAP requires disclosures related to components of a company for which separate financial information is available to, and regularly evaluated by, the Company’s chief operating decision maker when deciding how to allocate resources and in assessing performance. The Company’s two reportable segments consist of (1) the operations of SkyWest Airlines and SWC (collectively, “SkyWest Airlines and SWC”) and (2) SkyWest Leasing activities. I nformation pertaining to the Company’s reportable segments is presented in Note 2, Segment Reporting . Recent Accounting Pronouncements At December 31, 2024, the Company adopted Accounting Standards Update No. 2023-07, “Segment Reporting (ASC Topic 280) – Improvements to Reportable Segment Disclosures,” issued by the Financial Accounting Standards Board (FASB). The standard is intended to improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses. This ASU also expands disclosure requirements to enable users of financial statements to better understand the entity’s measurement and assessment of segment performance and resource allocation. As required by the standard, the Company recast prior year segment disclosures to conform to the current year presentation. The adoption of this standard did not have a material impact on the Company’s consolidated financial statements. For further details, refer to Note 2, “Segment Reporting.” In December 2023, the FASB issued Accounting Standards Update No. 2023-09, “Income Taxes (ASC Topic 740) – Improvements to Income Tax Disclosures”, which enhances the transparency, effectiveness and comparability of income tax disclosures by requiring consistent categories and greater disaggregation of information related to income tax rate reconciliations and the jurisdictions in which income taxes are paid. The guidance is effective for annual periods beginning after December 15, 2024, with early adoption permitted. The Company is currently evaluating the potential impact of adopting this new guidance on its consolidated financial statements and related disclosures. 62 Table of Contents In March 2024, the FASB issued Accounting Standards Update No. 2024-03, “Income Statement – Reporting Comprehensive Income – Expense Disaggregation Disclosures (ASC Subtopic 220-40) – Disaggregation of Income Statement Expenses”, which enhances the transparency and comparability of financial statements by requiring companies to disclose more granular information about expense components. The guidance is effective for annual periods beginning after December 15, 2026, and interim periods within fiscal years beginning after December 15, 2027, with early adoption permitted. The Company is currently evaluating the potential impact of adopting this new guidance on its consolidated financial statements and related disclosures. (2) Segment Reporting GAAP requires disclosures related to components of a company for which separate financial information is available to, and regularly evaluated by, the Company’s chief operating decision maker when deciding how to allocate resources and in assessing performance. The Company’s chief operating decision maker is the chief executive officer. The Company’s two reportable segments consist of (1) the operations of SkyWest Airlines and SWC and (2) SkyWest Leasing activities. The Company’s chief operating decision maker analyzes the profitability of operating new aircraft financed through the issuance of debt, including the Company’s E175 fleet, separately from the profitability of the Company’s capital deployed for ownership and financing of such aircraft. The SkyWest Airlines and SWC segment includes revenue earned under the applicable capacity purchase agreements attributed to operating such aircraft and the respective operating costs, and revenue and operating expenses attributed to prorate agreements and airport services agreements. The SkyWest Leasing segment includes applicable revenue earned under the applicable capacity purchase agreements attributed to the ownership of new aircraft acquired through the issuance of debt and the respective depreciation and interest expense of such aircraft. The SkyWest Leasing segment also includes the activity of leasing regional jet aircraft and spare engines to third parties and other activities. The SkyWest Leasing segment’s total assets and capital expenditures include new aircraft acquired through the issuance of debt and assets leased to third parties. Additionally, aircraft removed from SkyWest Airlines’ operations and held for sale are included in the SkyWest Leasing segment. The chief operating decision maker assesses performance for each segment and decides how to allocate resources based on income before income taxes. The chief operating decision maker uses the segment profit or loss measure when assessing performance of the segment and monitors budget versus actual results to allocate resources for each segment predominantly in the annual budget and forecasting process. The following represents the Company’s segment data for the years ended December 31, 2024, 2023, and 2022 (in thousands). As required by the adoption of ASC 2023-07, the Company recast the 2023 and 2022 segment disclosures to conform to the current year presentation. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year ended December 31, 2024 ​ ​ SkyWest Airlines ​ SkyWest ​ ​ ​ and SWC Leasing Consolidated Operating revenues ​ $ 2,905,339 ​ $ 622,581 ​ $ 3,527,920 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Salaries, wages and benefits ​ ​ 1,461,271 ​ ​ 2,661 ​ ​ 1,463,932 Aircraft maintenance, materials and repairs ​ ​ 684,805 ​ ​ 27,837 ​ ​ 712,642 Depreciation and amortization ​ ​ 145,052 ​ ​ 238,828 ​ ​ 383,880 Interest expense ​ ​ 12,916 ​ ​ 101,424 ​ ​ 114,340 Other segment items (1) ​ ​ 462,404 ​ ​ ( 41,421 ) ​ ​ 420,983 Segment profit (2) ​ $ 138,891 ​ $ 293,252 ​ $ 432,143 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total assets (as of December 31, 2024) ​ $ 2,810,521 ​ $ 4,329,346 ​ $ 7,139,867 Capital expenditures (including non-cash) ​ $ 310,636 ​ $ 128,584 ​ $ 439,220 ​ 63 Table of Contents ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year ended December 31, 2023 ​ ​ SkyWest Airlines ​ SkyWest ​ ​ ​ and SWC Leasing Consolidated Operating revenues ​ $ 2,392,174 ​ $ 543,258 ​ $ 2,935,432 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Salaries, wages and benefits ​ ​ 1,319,954 ​ ​ 2,661 ​ ​ 1,322,615 Aircraft maintenance, materials and repairs ​ ​ 657,392 ​ ​ 16,061 ​ ​ 673,453 Depreciation and amortization ​ ​ 149,264 ​ ​ 233,851 ​ ​ 383,115 Interest expense ​ ​ 17,053 ​ ​ 113,877 ​ ​ 130,930 Other segment items (1) ​ ​ 413,722 ​ ​ ( 28,712 ) ​ ​ 385,010 Segment profit (loss) (2) ​ $ ( 165,211 ) ​ $ 205,520 ​ $ 40,309 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total assets (as of December 31, 2023) ​ $ 2,537,834 ​ $ 4,488,459 ​ $ 7,026,293 Capital expenditures (including non-cash) ​ $ 113,783 ​ $ 150,126 ​ $ 263,909 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year ended December 31, 2022 ​ ​ SkyWest Airlines ​ SkyWest ​ ​ ​ and SWC Leasing Consolidated Operating revenues ​ $ 2,492,318 ​ $ 512,607 ​ $ 3,004,925 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Salaries, wages and benefits ​ ​ 1,208,890 ​ ​ 2,661 ​ ​ 1,211,551 Aircraft maintenance, materials and repairs ​ ​ 628,974 ​ ​ 15,183 ​ ​ 644,157 Depreciation and amortization ​ ​ 182,475 ​ ​ 212,077 ​ ​ 394,552 Interest expense ​ ​ 12,805 ​ ​ 114,278 ​ ​ 127,083 Other segment items (1) ​ ​ 499,806 ​ ​ 35,193 ​ ​ 534,999 Segment profit (loss) (2) ​ $ ( 40,632 ) ​ $ 133,215 ​ $ 92,583 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total assets (as of December 31, 2022) ​ $ 2,977,804 ​ $ 4,436,749 ​ $ 7,414,553 Capital expenditures (including non-cash) ​ $ 82,891 ​ $ 579,426 ​ $ 662,317 (1) Other segment items includes aircraft fuel; airport related expenses; aircraft rentals; other operating expenses consisting primarily of property taxes, hull and liability insurance, simulator costs, crew per diem and crew hotel costs; interest income and other income, net. (2) Segment profit (loss) is equal to income before income taxes. As a result of adopting ASC 2023-07, the Company included interest income and other income in the recast segment profit (loss) for each segment during the years ended December 31, 2023 and 2022. 64 Table of Contents (3) Long-term Debt Long-term debt consisted of the following as of December 31, 2024 and 2023 (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, December 31, ​ ​ 2024 ​ 2023 Notes payable to banks, due in quarterly installments, plus interest at 2.33 % to 5.95 % through 2036, secured by aircraft ​ $ 2,055,330 ​ $ 2,302,578 ​ Notes payable to banks, due in monthly or semi-annual installments, plus interest at 2.90 % to 5.94 % through 2032, secured by aircraft and engines ​ 436,649 ​ 527,092 ​ Notes payable to U.S. Government, interest due semi-annually at 1.00 % through 2025 and based on SOFR plus 2.0 % from 2025 through 2031, unsecured ​ 200,640 ​ 200,640 ​ Long-term debt ​ ​ 2,692,619 ​ ​ 3,030,310 ​ Current portion of long-term debt ​ ( 539,061 ) ​ ( 447,534 ) ​ Less long-term portion of unamortized debt issue cost, net ​ ​ ( 16,772 ) ​ ​ ( 20,593 ) ​ Long-term debt, net of current maturities and debt issue costs ​ $ 2,136,786 ​ $ 2,562,183 ​ ​ ​ ​ ​ ​ ​ ​ ​ Current portion of long-term debt ​ $ 539,061 ​ $ 447,534 ​ Less current portion of unamortized debt issue cost, net ​ ​ ( 3,472 ) ​ ​ ( 3,665 ) ​ Current portion of long-term debt, net of debt issue costs ​ $ 535,589 ​ $ 443,869 ​ ​ As of December 31, 2024 and 2023, the Company had $ 2.7 billion and $ 3.0 billion, respectively, of total long-term debt. The average effective interest rate on the Company’s debt was approximately 4.2 % and 4.1 % at December 31, 2024 and 2023, respectively. During 2024, the Company took delivery of five new E175 aircraft that the Company financed through $ 116.2 million of long-term debt. The debt associated with the five E175 aircraft has 12-year terms, is due in quarterly installments, and is secured by the E175 aircraft. The aggregate amounts of principal maturities of long-term debt as of December 31, 2024 were as follows (in thousands): ​ ​ ​ ​ ​ 2025 $ 539,865 2026 ​ 517,924 ​ 2027 ​ 471,919 ​ 2028 ​ 300,945 ​ 2029 ​ 206,586 ​ Thereafter ​ 655,380 ​ ​ ​ $ 2,692,619 ​ ​ As of December 31, 2024 and 2023, SkyWest Airlines had a $ 100.0 million line of credit. The line of credit includes minimum liquidity and profitability covenants and is secured by certain assets. As of December 31, 2024 and 2023, SkyWest Airlines had no amounts outstanding under the line of credit facility. However, at December 31, 2024 and 2023, the Company had $ 24.9 million and $ 29.2 million, respectively, in letters of credit issued under the facility which reduced the amount available under the facility to $ 75.1 million and $ 70.8 million, respectively. The line of credit expires March 25, 2028 and has a variable interest rate of 3.5 % plus the one month SOFR rate. As of December 31, 2024 and 2023, the Company had $ 47.1 million and $ 49.1 million, respectively, in letters of credit and surety bonds outstanding with various banks and surety institutions. The Company’s debt agreements are not traded on an active market and are recorded at carrying value on the Company’s consolidated balance sheet. The fair value of the Company’s long-term debt is estimated based on current rates offered to the Company for similar debt. The fair value of debt is estimated using inputs classified as Level 2 within the fair value hierarchy. The carrying value and fair value of the Company’s long-term debt as of December 31, 2024 and 2023, were as follows (in thousands): 65 Table of Contents ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, 2024 ​ December 31, 2023 Carrying value ​ $ 2,692,619 ​ $ 3,030,310 Fair value ​ $ 2,612,838 ​ $ 2,918,012 ​ (4) Income Taxes The provision for income taxes includes the following components (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year ended December 31, ​ ​ 2024 ​ 2023 ​ 2022 Current tax provision (benefit): ​ ​ ​ ​ Federal ​ $ 5,917 ​ $ 4,962 ​ $ ( 7,319 ) ​ State ​ 2,776 ​ 1,794 ​ 1,813 ​ ​ ​ 8,693 ​ 6,756 ​ ( 5,506 ) ​ Deferred tax provision (benefit): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Federal ​ 86,301 ​ ( 678 ) ​ 21,587 ​ State ​ 14,187 ​ ( 111 ) ​ 3,549 ​ ​ ​ 100,488 ​ ( 789 ) ​ 25,136 ​ Provision for income taxes ​ $ 109,181 ​ $ 5,967 ​ $ 19,630 ​ ​ The following is a reconciliation between a federal income tax rate of 21 % and the effective tax rate which is derived by dividing the provision for income taxes by the income before the provision for income taxes (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year ended December 31, ​ ​ 2024 ​ 2023 ​ 2022 Computed provision for income taxes at the statutory rate $ 90,750 $ 8,465 $ 19,442 ​ Increase (decrease) in income taxes resulting from: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ State income tax provision, net of federal income tax benefit ​ 16,586 ​ 2,056 ​ 4,295 ​ Non-deductible expenses ​ ​ 6,045 ​ ​ 3,578 ​ ​ 546 ​ Valuation allowance changes affecting the provision for income taxes ​ ( 630 ) ​ ( 1,085 ) ​ 1,716 ​ Tax expense (benefit) from share-based compensation ​ ​ ( 913 ) ​ ​ 939 ​ ​ 534 ​ Change in unrecognized tax benefit ​ ​ ( 654 ) ​ ​ ( 7,556 ) ​ ​ ( 7,319 ) ​ Other, net ​ ( 2,003 ) ​ ( 430 ) ​ 416 ​ Provision for income taxes ​ $ 109,181 ​ $ 5,967 ​ $ 19,630 ​ ​ For the year ended December 31, 2024 and December 31, 2023, the Company released a $ 0.6 million and $ 1.1 million, respectively, valuation allowance related to certain deferred tax assets associated with state net operating losses with a limited carry forward period. For the year ended December 31, 2022, the Company recorded a $ 1.7 mi llion valuation allowance against certain deferred tax assets associated with state net operating losses with a limited carry forward period. The decrease in this valuation allowance in 2024 was primarily based on changes in the Company's state income tax projections by jurisdiction which increased the amount of deferred tax assets that are anticipated to be utilized prior to the deferred tax assets expiring. The Company recorded a $ 0.9 million benefit, a $ 0.9 million expense and $ 0.5 million expense from share-based compensation in 2024, 2023, and 2022, respectively, relating to ASU 2016-09 which requires excess tax benefits and deficiencies to be recognized in the income tax provision during the period stock options are exercised and stock awards vest. The Company recorded a $ 0.7 million, $ 7.6 million, and $ 7.3 million tax benefit for the release of uncertain tax position under ASC Topic 740 in 2024, 2023 and 2022, respectively. 66 Table of Contents The significant components of the Company’s net deferred tax assets and liabilities as of December 31, 2024 and 2023, are as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As of December 31, ​ ​ 2024 ​ 2023 Deferred tax assets: ​ ​ ​ Accrued benefits ​ $ 34,096 ​ $ 28,889 ​ Net operating loss carryforward ​ 89,030 ​ 130,478 ​ Aircraft credits ​ 86,965 ​ 93,189 ​ Deferred revenue ​ ​ 83,724 ​ ​ 91,809 ​ Operating lease liabilities ​ ​ 21,452 ​ ​ 21,207 ​ Interest deduction limitation ​ ​ 2,333 ​ ​ 11,563 ​ Accrued reserves and other ​ 47,486 ​ 64,971 ​ Total deferred tax assets ​ 365,086 ​ 442,106 ​ Valuation allowance ​ — ​ ( 630 ) ​ Deferred tax liabilities: ​ ​ ​ ​ ​ ​ ​ Accelerated depreciation ​ ( 1,131,670 ) ​ ( 1,108,042 ) ​ Operating lease right-of-use assets ​ ​ ( 21,384 ) ​ ​ ( 21,034 ) ​ Total deferred tax liabilities ​ ( 1,153,054 ) ​ ( 1,129,076 ) ​ Net deferred tax liability ​ $ ( 787,968 ) ​ $ ( 687,600 ) ​ ​ The Company’s deferred tax liabilities were primarily generated through accelerated depreciation, combined with shorter depreciable tax lives, allowed under the IRS tax code for purchased aircraft and support equipment compared to the Company’s depreciation policy under GAAP for such assets (see Note 1, “Nature of Operations and Summary of Significant Accounting Policies”). At December 31, 2024 and 2023, the Company had federal net operating losses of approximately $ 377.9 million and $ 566.3 million and state net operating losses of approximately $ 280.3 million and $ 316.2 million, respectively. The estimated effective tax rate applicable to the federal and state net operating losses at December 31, 2024, was 21.0 % and 3.45 %, respectively. The Company anticipates that the federal and state net operating losses will start to expire in 2035 and 2025, respectively. The Company has no ongoing federal or state examinations. Federal tax years 2021, 2022 and 2023 are open to examination. Under ASC Topic 740, the accounting guidance related to uncertainty in tax positions requires that the impact of a tax position be recognized in the financial statements if that position is more likely than not of being sustained on audit, based on the technical merits of the position. A reconciliation of the beginning and ending amount of unrecognized tax benefits for the year ended December 31, 2024, 2023 and 2022 is as follows (in thousands) : ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year ended December 31, ​ ​ 2024 ​ 2023 ​ 2022 Unrecognized tax benefits at the beginning of year $ 654 $ 8,210 $ 15,529 Gross increases - current year tax positions ​ ​ — ​ ​ — ​ ​ — Gross increases - prior year tax positions ​ — ​ 191 ​ 343 Gross decreases - prior year tax positions ​ ​ ( 654 ) ​ ​ ( 7,747 ) ​ ​ ( 7,662 ) Unrecognized tax benefits at end of year ​ $ — ​ $ 654 ​ $ 8,210 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Interest and penalties in year-end balance ​ $ — ​ $ — ​ $ 607 ​ For the years ended December 31, 2023 and 2022, the Company recorded $ 191,000 , and $ 343,000 , respectively, of interest expense related to uncertain tax positions not offset by the Company's tax attributes. The Company did not record a similar expense for the year ended December 31, 2024. 67 Table of Contents (5) Commitments and Contingencies Self-Insurance The Company self-insures a portion of its potential losses from claims related to workers’ compensation, environmental issues, property damage, medical insurance for employees and general liability. Losses are accrued based on an estimate of the ultimate aggregate liability for claims incurred, using standard industry practices and the Company’s actual experience. The Company uses judgment and estimates in determining the ultimate aggregate liabilities for claims incurred in its workers’ compensation liability. The Company also used assumptions in determining the workers compensation liability such as an estimation of loss payment and loss reporting development patterns. At December 31, 2024 and 2023, the Company’s accrued workers’ compensation liability totaled $ 18.5 million and $ 20.6 million, respectively, of which $ 9.0 million and $ 7.3 million, respectively, was short-term and included in other current liabilities. Actual results could differ from these estimates. Legal Matters The Company is subject to certain legal actions which it considers routine to its business activities. As of December 31, 2024, management believed, after consultation with legal counsel, that the ultimate outcome of such legal matters was not likely to have a material adverse effect on the Company’s financial position, liquidity or results of operations. Concentration Risk and Significant Customers The Company requires no collateral from its major airline partners or customers, but monitors the financial condition of its major airline partners. Under the majority of the Company’s code-share agreements, the Company receives weekly payments from its major code-share partners that approximate a significant percentage of the compensation earned for such period. Additionally, the Company provides certain customer service functions at multiple airports for various airlines and the Company maintains a credit loss reserve based upon expected collectability of all accounts receivable. For the years ended December 31, 2024, 2023, and 2022, the Company’s contractual relationships with Delta and United combined accounted for approximately 72.3 %, 70.9 % and 72.5 %, respectively of the Company’s total revenues. Employees Under Collective Bargaining Agreements As of December 31, 2024, the Company had approximately 15,000 employees. Although no SkyWest Airlines employees are represented by a national union, the majority of SkyWest Airline employees are covered by a written, stable and binding collective bargaining agreement under the Railway Labor Act, entered into between SkyWest Airlines and long-established labor associations, such as the SkyWest Airlines Pilot Association (“SAPA”). Aircraft and Other Purchase Commitments As of December 31, 2024, the Company had a purchase commitment to purchase eight new E175 aircraft in 2025 and eight new E175 aircraft in 2026. In addition to the above, in 2024, the Company entered into a master equipment purchase agreement with another airline to acquire certain airframes and engines and lease the assets back to the airline under a five-year term. At December 31, 2024, the Company estimates the remaining financing obligation under the agreement will be between $ 60.0 million and $ 70.0 million and anticipates closing on the remaining financings during 2025. Guarantees In 2022, the Company agreed to guarantee $ 19.8 million of debt for a 14 CFR Part 135 air carrier. The debt is secured by the Part 135 air carrier’s aircraft and engines and has a five-year term. In exchange for providing the guarantee, the Company received 6.5 % of the guaranteed amount as consideration, payable in the estimated value of common stock of the Part 135 air carrier, all of which was sold in 2023. The balance of the debt under the guarantee was $ 14.1 million as of December 31, 2024. 68 Table of Contents In 2023, the Company agreed to guarantee up to $ 12.0 million of debt for an aviation school. The debt is secured by the school’s aircraft and engines and has a five-year term. In exchange for providing the guarantee, the Company receives 2.0 % of the guaranteed amount annually as consideration in cash. The balance of the debt under the guarantee was $ 10.6 million as of December 31, 2024. The purpose of these guarantees is to help reduce the financing costs of aircraft for the third-parties in an effort to increase the potential number of commercial pilots in the Company’s hiring pipeline. The Company also recorded the estimated credit loss associated with the guarantees based on publicly available historical default rates issued by a third party for companies with similar credit ratings, factoring the collateral and guarantee term. (6) Leases The Company leases property and equipment under operating leases. For leases with durations longer than 12 months, the Company recorded the related operating lease right-of-use asset and operating lease liability at the present value of lease payments over the term. The Company used its incremental borrowing rate to discount the lease payments based on information available at lease commencement. Aircraft As of December 31, 2024, excluding aircraft financed by the Company’s major airline partners that the Company operates for them under contract, the Company leased eight aircraft under long-term lease agreements with remaining terms ranging from four to six years . These eight aircraft are subleased to a third-party. During the year ended December 31, 2023, the Company acquired 35 CRJ aircraft under early lease buyout arrangements with the lessors for $ 142.4 million. The aircraft were in the Company’s operating fleet when the lease buyouts occurred. Airport facilities The Company has operating leases for facility space including airport terminals, office space, cargo warehouses and maintenance facilities. The Company generally leases this space from government agencies that control the use of the various airports. The remaining lease terms for facility space vary from one month to 32 years . The Company’s operating leases with lease rates that are variable based on airport operating costs, use of the facilities or other variable factors are excluded from the Company’s right-of-use assets and operating lease liabilities in accordance with accounting guidance. Leases As of December 31, 2024, the Company’s right-of-use assets were $ 87.7 million, the Company’s current maturities of operating lease liabilities were $ 20.4 million, and the Company’s noncurrent lease liabilities were $ 67.3 million. During 2024, the Company paid $ 28.9 million under operating leases reflected as a reduction from operating cash flows. The table below presents lease related terms and discount rates as of December 31, 2024: ​ ​ ​ ​ Weighted-average remaining lease term for operating leases 11.0 years Weighted-average discount rate for operating leases 6.2 % ​ The Company’s lease costs for 2024, 2023 and 2022 included the following components (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the year ended December 31, ​ 2024 2023 2022 Operating lease cost ​ $ 28,260 ​ $ 48,169 ​ $ 97,998 Variable and short-term lease cost ​ 2,534 ​ 2,840 ​ 1,830 Sublease income ​ ​ ( 5,050 ) ​ ​ ( 5,402 ) ​ ​ ( 7,089 ) Total lease cost ​ $ 25,744 ​ $ 45,607 ​ $ 92,739 ​ 69 Table of Contents As of December 31, 2024, the Company leased aircraft, airport facilities, office space, and other property and equipment under non-cancelable operating leases, which are generally on a long-term, triple-net lease basis pursuant to which the Company pays taxes, maintenance, insurance and certain other operating expenses applicable to the leased property. The Company expects that, in the normal course of business, such operating leases that expire will be renewed or replaced by other leases. The following table summarizes future minimum rental payments required under operating leases that had initial or remaining non-cancelable lease terms as of December 31, 2024 (in thousands): ​ ​ ​ ​ ​ 2025 $ 21,105 2026 ​ 18,115 2027 ​ 15,822 2028 ​ 11,517 2029 ​ 9,774 Thereafter ​ 52,998 Total future minimum operating lease payments ​ $ 129,331 ​ (7) Fair Value Measurements The Company holds certain assets that are required to be measured at fair value in accordance with GAAP. The Company determined fair value of these assets based on the following three levels of inputs: ​ Level 1 —Quoted prices in active markets for identical assets or liabilities. Level 2 —Observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Some of the Company’s marketable securities primarily utilize broker quotes in a non-active market for valuation of these securities. Level 3 —Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities, therefore requiring an entity to develop its own assumptions. ​ As of December 31, 2024 and 2023, the Company held certain assets that are required to be measured at fair value on a recurring basis. Assets measured at fair value on a recurring basis are summarized below (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Fair Value Measurements as of December 31, 2024 ​ Total Level 1 Level 2 Level 3 Marketable Securities ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Bonds and bond funds ​ $ 462,333 ​ $ — ​ $ 462,333 ​ $ — Commercial paper ​ 111,933 ​ — ​ 111,933 ​ — ​ ​ ​ 574,266 ​ ​ — ​ ​ 574,266 ​ ​ — Investments in Other Companies ​ ​ 8,160 ​ ​ — ​ ​ — ​ ​ 8,160 Cash and Cash Equivalents ​ ​ 227,362 ​ ​ 227,362 ​ ​ — ​ ​ — Total Assets Measured at Fair Value ​ $ 809,788 ​ $ 227,362 ​ $ 574,266 ​ $ 8,160 ​ 70 Table of Contents ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Fair Value Measurements as of December 31, 2023 ​ ​ Total ​ Level 1 ​ Level 2 ​ Level 3 Marketable Securities ​ ​ ​ ​ Bonds and bond funds ​ $ 677,074 ​ $ — ​ $ 677,074 ​ $ — Commercial paper ​ 9,872 ​ — ​ 9,872 ​ — ​ ​ ​ 686,946 ​ ​ — ​ ​ 686,946 ​ ​ — Investments in Other Companies ​ ​ 15,402 ​ ​ 2,925 ​ — ​ 12,477 Cash and Cash Equivalents ​ ​ 148,277 ​ ​ 148,277 ​ ​ — ​ ​ — Total Assets Measured at Fair Value ​ $ 850,625 ​ $ 151,202 ​ $ 686,946 ​ $ 12,477 ​ The Company’s “Marketable Securities” classified as Level 2 securities primarily utilize broker quotes in a non-active market for valuation of these securities. See Note 12, “Investments in Other Companies” regarding the Company’s investments in other companies. The Company did not make any significant transfers of securities between Level 1, Level 2 and Level 3 during the year ended December 31, 2024. The Company’s policy regarding the recording of transfers between levels is to record any such transfers at the end of the reporting period. (8) Assets Held for Sal e In 2022, the Company committed to a formal plan to sell 14 CRJ700 aircraft and determined the aircraft met the criteria to be classified as assets held for sale. In connection with the classification of these assets as held for sale, the Company recorded an impairment loss of $ 51.4 million, which is included in “Other operating expenses” on the Company’s consolidated statements of comprehensive income and in the SkyWest Leasing segment for the year ended December 31, 2022. During 2023, the Company recorded a $ 2.3 million loss related to changes in the fair value of the 14 aircraft held for sale which is included in “Other operating expenses” on the Company’s consolidated statements of comprehensive income and in the SkyWest Leasing segment for the year ended December 31, 2023. The Company presented the $ 54.3 million of assets held for sale at the lower of their current carrying value or their fair market value less costs to sell and included the amount in “Other current assets” on the Company’s consolidated balance sheet. In March 2024, the Company decided not to sell the 14 CRJ700 aircraft based on improved pilot availability and reclassified them as held for use assets in “Aircraft and rotable spares” on the Company’s consolidated balance sheet. The Company remeasured the fair value of the held for use assets at the time of the reclassification and, as a result, in 2024, the Company recorded a $ 4.2 million gain (pre-tax), as an offset to “Other Operating Expenses” in the Company’s consolidated statement of income, primarily due to the elimination of the estimated costs to sell the assets. The fair values were based upon observable and unobservable inputs, including a third-party valuation, market trends and condition of the airframes and engines. (9) Capital Transactions Preferred Stock The Company is authorized to issue 5,000,000 shares of preferred stock in one or more series without shareholder approval. No shares of preferred stock are presently outstanding. The Company’s Board of Directors is authorized, without any further action by the shareholders of the Company, to (i) divide the preferred stock into series; (ii) designate each such series; (iii) fix and determine dividend rights; (iv) determine the price, terms and conditions on which shares of preferred stock may be redeemed; (v) determine the amount payable to holders of preferred stock in the event of voluntary or involuntary liquidation; (vi) determine any sinking fund provisions; and (vii) establish any conversion privileges. Stock Compensation On May 7, 2019, the Company’s shareholders approved the adoption of the SkyWest, Inc. 2019 Long-Term Incentive Plan, which provided for the issuance of up to 4,500,000 shares of common stock to the Company’s directors, employees, consultants and advisors (the “2019 Incentive Plan”). On May 7, 2024, the Company’s shareholders 71 Table of Contents approved the amendment and restatement of the 2019 Incentive Plan (“Restated 2019 Incentive Plan”), providing an additional 1,298,000 shares of common stock to be issued. The Restated 2019 Incentive Plan provides for awards in the form of options to acquire shares of common stock, stock appreciation rights, restricted stock grants, restricted stock units and performance awards. The Restated 2019 Incentive Plan is subject to a fungible ratio concept, such that the issuance of stock options and stock appreciation rights reduces the number of available shares under the Restated 2019 Incentive Plan on a 1 -for-1 basis, and the issuance of other awards reduces the number of available shares under the Restated 2019 Incentive Plan on a 1.65 -for-1 basis. The Restated 2019 Incentive Plan is administered by the Compensation Committee of the Company’s Board of Directors (the “Compensation Committee”). As of December 31, 2024, the Restated 2019 Incentive Plan had 3.5 million plan shares remaining available for future issuance, based on target payout for granted and unvested PSUs. Stock Options During the years ended December 31, 2024, 2023 and 2022, the Company did not grant any options to purchase shares of common stock to its employees. The Company had no outstanding stock options as of December 31, 2024 and 2023. The following table summarizes the stock option activity for the years ended December 31, 2024, 2023 and 2022. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2024 ​ 2023 ​ 2022 ​ ​ ​ ​ ​ ​ ​ Weighted ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted ​ Average ​ ​ Aggregate ​ ​ ​ Weighted ​ ​ ​ Weighted ​ ​ ​ ​ Average ​ Remaining ​ ​ Intrinsic ​ ​ ​ Average ​ ​ ​ Average ​ ​ Number of ​ Exercise ​ Contractual ​ ​ Value ​ Number of ​ Exercise ​ Number of ​ Exercise ​ ​ Options ​ Price ​ Term ​ ​ ($000) ​ Options ​ Price ​ Options ​ Price Outstanding at beginning of year — ​ $ — — years ​ $ — 6,816 $ 14.78 16,633 $ 14.62 ​ Granted — ​ — ​ ​ ​ ​ ​ ​ — ​ — — ​ — ​ Exercised — ​ — ​ ​ ​ ​ ​ ​ ( 3,848 ) ​ 14.78 ( 9,817 ) ​ 14.52 ​ Cancelled — ​ — ​ ​ ​ ​ ​ ​ ( 2,968 ) ​ 14.78 — ​ — ​ Outstanding at end of year — ​ $ — ​ ​ ​ ​ ​ ​ ​ — ​ $ — 6,816 ​ $ 14.78 ​ Exercisable at December 31, 2024 — ​ $ — ​ — years ​ $ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Exercisable at December 31, 2023 — ​ $ — ​ — years ​ $ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ The total intrinsic value of options to acquire shares of the Company’s common stock that were exercised was $ 0.1 million for the years ended December 31, 2023 and 2022. The Company did not have any option exercises for the year ended December 31, 2024. Restricted Stock Units (“RSUs”) During the year ended December 31, 2024, the Company granted 50,577 restricted stock units to certain of the Company’s employees under the 2019 Incentive Plan. The restricted stock units granted during the year ended December 31, 2024, have a three-year cliff-vesting period, during which the recipient must remain employed with the Company or its subsidiaries. The weighted average fair value of the restricted stock units at the date of grants made during the year ended December 31, 2024, was $ 59.57 per share. 72 Table of Contents The following table summarizes the activity of restricted stock units granted to certain Company employees for the years ended December 31, 2024, 2023, and 2022: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted-Average ​ ​ ​ ​ ​ Grant-Date Fair ​ ​ Number of RSUs ​ ​ Value Non-vested RSUs outstanding at December 31, 2021 200,173 ​ $ 52.45 ​ Granted 66,680 ​ 32.86 ​ Vested ( 86,534 ) ​ 48.69 ​ Cancelled ( 20,297 ) ​ 44.91 ​ Non-vested RSUs outstanding at December 31, 2022 160,022 ​ $ 47.28 ​ Granted 127,348 ​ 18.77 ​ Vested ( 65,283 ) ​ 61.45 ​ Cancelled ( 19,175 ) ​ 28.11 ​ Non-vested RSUs outstanding at December 31, 2023 202,912 ​ $ 26.64 ​ Granted 50,577 ​ 59.57 ​ Vested ( 32,273 ) ​ 44.87 ​ Cancelled ( 8,372 ) ​ 23.36 ​ Non-vested RSUs outstanding at December 31, 2024 212,844 ​ $ 31.83 ​ ​ Performance Share Units During the year ended December 31, 2024, the Compensation Committee granted PSUs, which are performance-based restricted stock units, to certain Company employees. The PSUs have a three-year vesting period, during which the recipient must remain employed with the Company. The number of PSUs awardable may exceed the target amount granted depending on the Company’s performance over three one-year measurement periods against the pre-established targets. The Company’s compensation expense for PSUs is based upon the projected number of PSUs estimated to be awarded at the conclusion of the performance period. During the 2024 year, the Company granted 118,021 PSUs at target performance, all of which were outstanding as of December 31, 2024 and have a potential payout of 236,042 shares, or 200 % of target, if the Company’s performance exceeds the pre-established goals for a maximum payout associated with this grant. During the 2023 year, the Company granted 391,810 PSUs at target performance, all of which were outstanding as of December 31, 2024 and have a potential payout of 979,525 shares, or 250 % of target, if the Company’s performance exceeds the pre-established goals for a maximum payout associated with this grant. During the 2022 year, the Company granted 225,345 PSUs at target performance, of which 219,054 were outstanding as of December 31, 2024 and have a potential payout of 547,635 shares, or 250 % of target, if the Company’s performance exceeds the pre-established goals for a maximum payout associated with this grant. During 2024, the Compensation Committee determined the Company achieved 150 % of target and awarded 74,445 additional shares related to the performance share grant in 2021 based on the Company’s performance for the 2021 and 2022 performance periods, measured against the pre-established targets for each period. The Compensation Committee determines the achievement of performance results and corresponding vesting of performance shares for each year’s grant following the conclusion of the respective performance period. 73 Table of Contents The following table summarizes the activity of PSUs for the years ended December 31, 2024, 2023 and 2022. The number of PSUs granted in the table reflects target performance for the grant in each respective year. The number of achieved PSUs (above or below the target grant) are reflected in the year the grant vests as additional or forfeited PSUs, as indicated in the table: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted-Average ​ ​ ​ ​ ​ Grant-Date Fair ​ ​ Number of PSUs ​ ​ Value Non-vested PSUs outstanding at December 31, 2021 292,792 ​ $ 49.39 Granted 225,345 ​ 32.73 PSUs forfeited from the 2019 grant due to performance ​ ( 45,695 ) ​ ​ 48.87 Vested ( 30,480 ) ​ 48.87 Cancelled ( 13,032 ) ​ 41.81 Non-vested PSUs outstanding at December 31, 2022 428,930 ​ $ 40.96 Granted 391,810 ​ 18.65 PSUs forfeited from the 2020 grant due to performance ​ ( 35,328 ) ​ ​ 61.45 Vested ( 23,528 ) ​ 61.45 Cancelled ( 2,154 ) ​ 48.07 Non-vested PSUs outstanding at December 31, 2023 759,730 ​ $ 27.85 Granted 118,021 ​ 59.57 Additional PSUs awarded from the 2021 grant due to performance ​ 74,445 ​ ​ 44.87 Vested ( 223,311 ) ​ 44.87 Cancelled — ​ — Non-vested PSUs outstanding at December 31, 2024 728,885 ​ $ 29.51 ​ During the year ended December 31, 2024, the Company granted 14,179 fully-vested shares of common stock and 2,632 restricted stock units to the Company’s directors with a weighted average grant-date fair value of $ 61.13 . During the years ended December 31, 2023 and 2022, the Company granted fully-vested shares of common stock to the Company’s directors in the amounts of 37,534 and 24,423 shares, respectively, with a weighted average grant-date fair value of $ 18.65 and $ 32.86 , respectively. During the years ended December 31, 2024, 2023 and 2022, the Company recorded equity-based compensation expense of $ 19.9 million, $ 17.1 million and $ 9.2 million, respectively. As of December 31, 2024, the Company had $ 20.1 million of total unrecognized compensation cost related to non-vested restricted stock grants and non-vested performance stock units. Total unrecognized compensation cost will be adjusted for future changes in estimated forfeitures and estimates of the Company’s future performance for unvested PSUs. The Company expects to recognize this cost over a weighted average period of 1.7 years. Taxes The Company’s treatment of stock option grants of non-qualified options, restricted stock units and performance shares results in the creation of a deferred tax asset, which is a temporary difference, until the time that the option is exercised or the restrictions lapse. Warrants In 2020 and 2021, the Company issued to Treasury warrants to purchase shares of the Company’s common stock under the Payroll Support Programs and Secured Loan. The warrants had a five-year term from the date of issuance. The weighted average grant-date fair value of these warrants was estimated using the Black-Scholes option pricing model. The current holder of the warrants exercised all 785,226 warrants in 2024. The Company settled the exercise through net share issuances of a total of 481,201 shares of common stock to the holder. As of December 31, 2024, the Company had no warrants issued and outstanding. The Company did not issue any warrants for the years ended December 31, 2024 and 2023. 74 Table of Contents (10) Retirement Plans and Employee Stock Purchase Plans SkyWest Retirement Plan The Company sponsors the SkyWest, Inc. Employees’ Retirement Plan (the “SkyWest Plan”). Subject to certain specified exceptions, all employees of the Company are eligible to participate in the SkyWest Plan. Employees may elect to make contributions to the SkyWest Plan. Generally, the Company matches 100 % of such contributions up to levels ranging from 2 % to 12 % of compensation, based on position and years of service. Eligible employees who are SAPA pilots and SWC captains are eligible for non-elective profit sharing contributions ranging from 0 % to 20 %, based on position and years of service. Additionally, a discretionary contribution may be made by the Company. The Company’s combined contributions to the SkyWest Plan were $ 64.2 million, $ 59.3 million and $ 45.4 million for the years ended December 31, 2024, 2023 and 2022, respectively. Employee Stock Purchase Plans In May 2009, the Company’s Board of Directors approved the SkyWest, Inc. 2009 Employee Stock Purchase Plan (the “2009 Stock Purchase Plan”). All employees who have completed 90 days of employment with the Company or one of its subsidiaries are eligible to participate in the 2009 Stock Purchase Plan, except employees who own five percent or more of the Company’s common stock. The 2009 Stock Purchase Plan enables employees to purchase shares of the Company’s common stock at a five percent discount, through payroll deductions. Employees can contribute up to 15 % of their base pay, not to exceed $ 25,000 each calendar year, for the purchase of shares. Shares are purchased semi-annually at a five percent discount based on the end of the period price. Employees can terminate their participation in the 2009 Stock Purchase Plan at any time upon written notice. The following table summarizes purchases made under the 2009 Employee Stock Purchase Plans during the years ended December 31, 2024, 2023 and 2022: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year ended December 31, ​ ​ 2024 ​ 2023 ​ 2022 Number of shares purchased ​ 47,344 ​ 117,350 ​ 105,606 ​ Average price of shares purchased ​ $ 60.49 ​ $ 23.47 ​ $ 26.66 ​ ​ The 2009 Stock Purchase Plan is a non-compensatory plan under the accounting guidance. Therefore, no compensation expense was recorded for the years ended December 31, 2024, 2023, and 2022. (11) Stock Repurchase The Company’s Board of Directors adopted stock repurchase programs in both February 2019 and May 2023, which authorize the Company to repurchase shares of the Company’s common stock in the public market or in private transactions, from time to time, at prevailing prices. The Company’s February 2019 stock repurchase program authorized up to $ 250.0 million for the repurchase of the Company’s common stock. In May 2023, the Company’s Board of Directors authorized up to $ 250.0 million for the repurchase of the Company’s common stock, superseding the February 2019 authorization. At December 31, 2024, $ 47.6 million remained available under the May 2023 authorization. During the year ended December 31, 2024, the Company repurchased 0.6 million shares of common stock for $ 43.3 million at a weighted average price per share of $ 74.94 under the May 2023 stock repurchase program. The Company did not record any excise tax related to the stock repurchases as Treasury Stock in the Company’s Stockholders Equity for the year ended December 31, 2024. During the year ended December 31, 2023, the Company repurchased 10.6 million shares of common stock for $ 289.1 million at a weighted average price per share of $ 27.30 , of which $ 130.0 million was repurchased under the February 2019 stock repurchase program and $ 159.1 million was repurchased under the May 2023 stock repurchase program. The Company also recorded $ 2.9 million of excise tax related to the stock repurchases as Treasury Stock in the Company’s Stockholders Equity for the year ended December 31, 2023. The Company did not have any stock repurchases during the year ended December 31, 2022. Additionally, during the years ended December 31, 2024, 2023 and 2022, the Company paid $ 6.9 million, $ 0.6 million and $ 1.2 million, respectively, for a net settlement of the income tax obligation on employee equity awards that vested during the applicable periods. 75 Table of Contents (12) Investments in Other Companies Equity Method Investments During 2019, the Company created a joint venture with Regional One, Inc. (“Regional One”) and, as of December 31, 2024, has invested a total of $ 26.6 million for a 75 % ownership interest in Aero Engines, LLC. (“Aero Engines”). The primary purpose of Aero Engines is to lease engines to third parties. Aero Engines requires unanimous approval from the Company and Regional One for all material transactions. Although the Company determined Aero Engines is a variable interest entity, Aero Engines has no primary beneficiary as no one party has power over Aero Engines. Accordingly, the Company accounts for its investment in Aero Engines under the equity method. The Company’s exposure in its investment in Aero Engines primarily consists of the Company’s portion of income or loss from Aero Engines’ engine lease agreements with third parties and the Company’s ownership percentage in Aero Engines’ engines book value. Aero Engines had no debt outstanding as of December 31, 2024. As of December 31, 2024, the Company’s investment balance in Aero Engines was $ 23.9 million and has been recorded in “Other Assets” on the Company’s consolidated balance sheet. The Company’s portion of the income generated by Aero Engines for the year ended December 31, 2024, was $ 2.2 million, which is recorded in “Other income, net” on the Company’s consolidated statements of comprehensive income. In December 2023, the Company invested $ 9.9 million for a 9.9 % ownership interest in Corporate Flight Management, Inc. d/b/a C ontour Airlines (“Contour”), a 14 CFR Part 135 air carrier. In January 2024, the Company invested an additional $ 15.1 million in Contour. The Company has a 25 % ownership interest in Contour at December 31, 2024 and holds one of five seats, or 20 % , on Contour’s board of directors. Additionally, the Company received an option to acquire additional ownership interest in Contour, which had an expiration date of December 31, 2024. The Contour arrangement also includes an asset provisioning agreement under which the Company will provide CRJ airframes, engines and rotable parts to Contour. The Company accounts for its investment in Contour under the equity method where the investment is reported at cost and adjusted each period for the Company’s share of Contour’s income or loss, recorded on a one quarter lag. For the year ended December 31, 2024, the Company recorded income of $ 0.1 million related to its Contour investment, its portion of income generated by Contour, which was recorded in “Other income, net” on the Company’s consolidated statements of comprehensive income. Additionally, for the year ended December 31, 2024, the Company recorded a loss of $ 3.7 million related to the expiration of a purchase option to acquire an additional ownership interest in Contour. As of December 31, 2024, the Company’s investment balance in Contour of $ 21.4 million was recorded in “Other Assets” on the Company’s consolidated balance sheet. At December 31, 2024, the Company had $ 10.8 million in notes receivable from Contour related to the sale of aircraft under the asset provisioning agreement. The notes are secured by aircraft and collectible within four years . The Company assesses investments for impairment whenever events or changes in circumstances indicate that the carrying value of an investment may not be recoverable. Fair Value Method Investment In 2021, the Company entered into a strategic partnership with Eve UAM (“Eve”), to develop a network of deployment for Eve’s eVTOL aircraft. In 2022, the Company acquired 1,000,000 shares of common stock of Eve and a warrant giving the Company the right to acquire 1,500,000 shares of common stock of Eve at an exercise price of $ 0.01 per share. The Company also received a put option from an Eve shareholder for the 1,000,000 shares of common stock of Eve payable in aircraft parts credits. The intent of the put option was to reduce the Company’s investment risk in Eve. The Company is restricted from selling the shares underlying the warrant until May 2025, and the warrant expires in May 2032. The Company acquired the shares of common stock, warrant and put option (collectively the “Eve Investments”) for $ 10.0 million. The Company evaluated the Eve Investments under ASC Topic 321, “Investments – Equity Securities” and ASC Topic 815, “Derivatives and Hedging,” and recorded the Eve Investments based on their pro rata share of the consideration paid using the fair value of the Eve Investments on the acquisition date, with subsequent changes in the fair value reported in earnings. During the year ended December 31, 2023, the Company sold 600,411 shares of common stock of Eve, which concurrently forfeited the 600,411 shares subject to the put option from the Eve shareholder. During the year ended December 31, 2024, the Company exercised the remainder of the put option and received aircraft parts credits in 76 Table of Contents exchange for the 399,589 shares of common stock. At December 31, 2024, the Company’s only remaining investment in Eve was the warrant to acquire 1,500,000 shares of common stock of Eve. The shares of common stock of Eve were classified as Level 1 within the fair value hierarchy as Eve stock is actively traded on the New York Stock Exchange, and the value is determined using quoted market prices for the equity security. The warrant and put option (prior to the exercise of the put option) were classified as Level 3 within the fair value hierarchy (“Eve Level 3 Investments”). The Company used the Black Scholes Option Pricing Model to determine the estimated fair market value of the Eve Level 3 Investments . The table below shows the reconciliation of the Eve Level 3 Investments (in thousands): ​ ​ ​ ​ Eve Level 3 Investments: ​ ​ Balance at December 31, 2021 ​ $ — Purchases ​ ​ 6,551 Unrealized gains ​ ​ 7,629 Balance at December 31, 2022 $ 14,180 Realized loss on forfeiture of put options ​ ​ ( 827 ) Unrealized loss ​ ( 876 ) Balance at December 31, 2023 $ 12,477 Exercise of put option for aircraft parts credits ​ ​ ( 3,996 ) Realized gain on exercise of put option ​ ​ 3,446 Unrealized loss ​ ( 3,767 ) Balance at December 31, 2024 ​ $ 8,160 ​ During the year ended December 31, 2024, the Company recorded a loss of $ 3.3 million in “Other income, net” on the Company’s consolidated statements of comprehensive income related to the Eve investments, including a realized gain of $ 3.4 million from the exercise of the put option, a realized loss of $ 1.4 million from the forfeited shares of Eve common stock and unrealized losses of $ 5.3 million. During the year ended December 31, 2023, t he Company recorded a loss of $ 1.0 million in “Other income, net” on the Company’s consolidated statements of comprehensive income related to the Eve investments, including a realized g ain of $ 2.1 million from the sale of the Eve shares, net of the forfeited put options, and unrealized losses of $ 3.1 million. As of December 31, 2024 and 2023, the fair value of the Eve Investments was $ 8.2 million and $ 15.4 million, respectively, and was recorded in “Other Assets” on the Company’s consolidated balance sheet. ​ ​ 77 Table of Contents ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE None.