| FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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| Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |||||||||||||||||
| Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10. | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
ALASKA AIR GROUP, INC. [ ALK ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 09/22/2026 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
| Code | V | Amount | (A) or (D) | Price | ||||||
| COMMON STOCK | 09/22/2026 | M(1) | 48 | A | $0(2) | 45,237 | D | |||
| COMMON STOCK | 09/22/2026 | F(1) | 48 | D | $41.91 | 45,189 | D | |||
| COMMON STOCK | 09/22/2026 | M(1) | 499 | A | $0(2) | 45,688 | D | |||
| COMMON STOCK | 09/22/2026 | F(1) | 499 | D | $41.91 | 45,189 | D | |||
| COMMON STOCK | 15 | I | By Spouse | |||||||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| RESTRICTED STOCK UNITS | (2) | 09/22/2026 | M(1) | 48 | (3) | (3) | COMMON STOCK | 48 | $0 | 1,232 | D | ||||
| RESTRICTED STOCK UNITS | (2) | 09/22/2026 | M(1) | 499 | (4) | (4) | COMMON STOCK | 499 | $0 | 12,871 | D | ||||
| Explanation of Responses: |
| 1. The transactions reported on Table I and Table II represent the simultaneous settlement of a portion of unvested RSUs and the subsequent withholding of the underlying shares by the Issuer solely to satisfy mandatory FICA and related payroll tax obligations triggered by the original RSU grant no longer being subject to a substantial risk of forfeiture. No actual shares of common stock were delivered to or sold by the Reporting Person. The remaining underlying RSUs continue to be unvested and subject to the original time-based vesting conditions the award was granted under. These transactions are exempt from Section 16(b) pursuant to Rule 16b-3(e). |
| 2. Each restricted stock unit (RSUs) represents a contingent right to receive one share of ALK common stock. |
| 3. The RSUs being disposed were from a grant of 1,280 RSUs that subsequent to the reported transaction will now vest in three annual installments as follows: 378 shares on November 3, 2026; 427 shares on November 3, 2027; and 427 shares on November 3, 2028. |
| 4. The RSUs being disposed were from a grant of 13,370 RSUs that subsequent to the reported transaction will now vest in three annual installments as follows: 3,957 shares on February 10, 2027; 4,457 shares on February 10, 2028; and 4,457 shares on February 10, 2029. |
| Remarks: |
| /s/ Howard Kuppler, by power of attorney | 09/23/2026 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||