SkyWest (SKYW) Proxy Filing summary

Executive summary

• Annual meeting scheduled for May 6, 2025, with virtual participation and voting options for shareholders.

• Shareholders will vote on the election of seven directors, executive compensation, auditor ratification, and a shareholder proposal regarding collective bargaining policy.

• Proxy materials are distributed primarily via internet to increase efficiency and reduce costs.

Voting matters and shareholder proposals

• Proposals include: election of seven directors, advisory vote on executive compensation, ratification of Ernst & Young LLP as auditor, and a shareholder proposal on a non-interference policy for collective bargaining.

• Board recommends voting for all directors, for executive compensation, for auditor ratification, and against the shareholder proposal.

• Shareholder proposal seeks adoption of a non-interference policy on unionization; Board opposes, citing compliance with existing laws and strong employee relations.

Board of directors and corporate governance

• Board consists of seven directors, all standing for annual election; majority are independent.

• Board diversity is considered broadly, including gender, ethnicity, experience, and skills.

• Four standing committees: Audit, Compensation, Nominating and Corporate Governance, and Safety and Compliance, all comprised of independent directors.

• Directors must own shares equal to at least five times their annual base cash compensation.

• Annual board and committee evaluations are conducted, and CEO performance is reviewed annually.