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Skywest 2021 Combined Document

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Skywest 2021 Combined Document 2020 ANNUAL REPORT Notice of 2021 Annual Meeting and Proxy Statement Edmonton Fairbanks Calgary Sitka Ketchikan Winnipeg Vancouver International Falls Kalispell Williston Minot Devils Lake Everett Grand Forks Spokane Great Falls Bemidji Hibbing Houghton Seattle-Tacoma Missoula Bismarck Fargo Helena Dickinson Lewiston Pasco/Tri-Cities Jamestown Brainerd Duluth Marquette Butte Sault Ste. Marie Bozeman Billings Iron Mountain Pellston Portland Rhinelander Aberdeen Escanaba Sheridan Eau Claire Alpena Ogdensburg Cody Gillette Watertown Minneapolis- Green Bay Plattsburgh Redmond Traverse City Rapid City St. Paul Eugene Pierre Appleton Idaho Falls Jackson La Crosse Rochester North Boise Madison Muskegon Sioux Falls Toronto Syracuse Bend Sun Valley Grand Rapids Albany Manchester Pocatello Riverton Casper Milwaukee Flint Medford Twin Falls Lansing Ithaca Boston Scottsbluff Sioux City Cedar Rapids Detroit Binghamton Hartford Chicago-O'Hare Providence Laramie Cheyenne South Bend Cleveland Rock Springs Omaha Des Moines State College Arcata Redding Elko Hayden- North Platte Pittsburgh Lincoln Peoria Fort Wayne Salt Lake City Steamboat Sp. Kearney Bloomington Allentown Vernal Vail-Eagle Indianapolis Columbus Johnstown Champaign Reno Grand Junction Denver Decatur Philadelphia Wash.- Baltimore Sacramento Kansas City Clarksburg Moab Aspen Colorado Springs Bloomington Dulles Wash.- Santa Rosa Cincinnati Montrose Hays Salina St. Louis Gunnison Reagan Oakland Pueblo Louisville Lexington Shenandoah San Francisco Cape Girardeau Lewisburg San Jose Cedar City Dodge City Wichita Joplin Springfield Richmond Alamosa Durango Monterey St. George Liberal Paducah Fresno Norfolk NW Arkansas/ Tri-Cities Bakersfield Las Vegas Tulsa Fayettevile Nashville Greensboro Santa Fe Knoxville San Luis Obispo Flagstaff Raleigh-Durham Oklahoma City Fort Smith Amarillo Chattanooga Charlotte Burbank Albuquerque Memphis Greenville- Santa Barbara Prescott Little Rock Ontario Huntsville Spartanburg Los Angeles Palm Springs Long Beach Santa Ana Lubbock Dallas-Ft. Worth Birmingham Atlanta Phoenix Roswell Dallas-Love Field Monroe Charleston San Diego Yuma Hobbs Meridian Abilene Shreveport Tucson Savannah El Paso Midland Hattiesburg-Laurel Houston- Alexandria Pensacola Tallahassee Austin Intercontinental Baton Rouge Jacksonville Lafayette San Antonio Lake Charles Houston- Gainesville Hermosillo Victoria Hobby Chihuahua Tampa Harlingen Ft. Myers Loreto Ft. Lauderdale Monterrey © 2021 Mapbox © OpenStreetMap La Paz Mazatlán Route Map | January 2021 To our Shareholders, The COVID-19 pandemic changed the landscape of our industry in material ways. It tested the mettle of the airline industry, our business, and our people in every way. While we are still a long way from returning to 2019 demand levels, our teams continue to demonstrate remarkable flexibility. We’ve stayed proactive, maintained our focus, and learned invaluable lessons to adapt to the environment and keep our people, passengers, and business safe. Very early in the pandemic, we set key priorities to ensure we successfully emerge from the crisis and ensure we play a key role in the recovery. First, the personal health and wellbeing of our people and passengers; second, maintaining strong cash and liquidity; and third, remaining strong and agile in working with our partners. We held firm to those priorities and are fortunate to maintain a strong balance sheet and product, and to have completed the year successfully avoiding furloughing any crewmember or mechanic. During the most difficult year in our industry’s history, SkyWest was honored to receive the Glassdoor Employees’ Choice Award for the second year in a row, this year being named a top 50 recipient and the only regional airline company on the list. We have also been named to Forbes’ America’s Best Employers list for 2021, and again were the only regional airline on the list. This type of recognition is something we work together with our people to earn every day, and we’re incredibly proud of our outstanding team of professionals. Against the challenging backdrop of 2020, we maintained our focus to successfully execute on our agreements and ensure we are prepared to play a central role in responding to demand recovery: Throughout the year, we maintained our strong delivery schedule while remaining flexible with our partners and their needs. We received 37 E175s for United and Delta, and removed 62 50-seat aircraft from service in our Delta and American operations. We also acquired additional aircraft within our leasing entity and have ensured that business is focused on assets within our operating footprint. We were among the first to successfully resume continued qualification training with expanded COVID testing across the operation, and maintained stringent requirements and processes for social distancing, cleaning and face coverings. We have stayed ahead of the latest industry and federal health guidance and our teams successfully adapted to the new normal. We have spent the last several years reducing risk and enhancing fleet and financing flexibility to ensure we’re well positioned. While the pandemic continues to impact the industry, we are confident our fleet will continue to fill a critical role in the return to travel. We are focused on remaining aggressive and deliberate to take care of our people and our customers as we seek to emerge from this crisis as a better, stronger business. We believe our competitive advantage is and will continue to be our ability to provide best in class operations, maintain strong liquidity, and invest for the future. We believe as we remain firm in our execution of these objectives, SkyWest will continue to create value for our employees, our customers and our investors. We want to thank our team of professionals for their good work in delivering exceptional performance and adapting to continue to deliver world-class service to our passengers last year. Jerry C. Atkin Russell A. “Chip” Childs Chairman President and Chief Executive Officer SkyWest, Inc. SkyWest, Inc. UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE ☒ SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 0-14719 SKYWEST, INC. Incorporated under the Laws of Utah 87-0292166 (IRS Employer ID No.) 444 South River Road St. George, Utah 84790 (435) 634-3000 Securities Registered Pursuant to Section 12(b) of the Act: Title of Each Class Trading Symbol(s) Name of Each Exchange on which Registered Common Stock, No Par Value SKYW The Nasdaq Global Select Market Securities Registered Pursuant to Section 12(g) of the Act: None Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes No Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes No Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes No Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes No Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. Large accelerated filer Accelerated filer Non-accelerated filer Smaller reporting company ☐ Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes ☐ No The aggregate market value of the registrant’s common stock held by non-affiliates (based upon the closing sale price of the registrant’s common stock on The Nasdaq Global Select Market) on June 30, 2020 was approximately $1,635,572,360. As of February 16, 2021, there were 50,344,080 shares of the registrant’s common stock outstanding. Documents Incorporated by Reference Portions of the registrant’s proxy statement to be used in connection with the registrant’s 2021 Annual Meeting of Shareholders are incorporated by reference into Part III of this Report as specified. Such proxy statement will be filed with the Securities
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