The company said the Board appointed Robert L. Fornaro as a member of the Board on September 26, 2024, effective immediately. The company described him as an airline executive with more than 30 years of experience in the industry.

1. 01

   The company said the Board appointed Robert L. Fornaro as a member of the Board on September 26, 2024, effective immediately. The company described him as an airline executive with more than 30 years of experience in the industry.

2. 02

   The company said it pays non-employee directors, including Fornaro, an annual Board retainer of $90,000, pro-rated for Fornaro for the July 2024 to June 2025 service period. The company said the Board determined that Fornaro is not independent under New York Stock Exchange standards because of the advisory and consultant agreements.

3. 03

   The company said it paid Fornaro a monthly fee of $23,000 under an advisory agreement effective as of January 1, 2023. The company said the advisory agreement and the consultant letter were terminated on September 26, 2024, before his Board appointment.

4. 04

   The company said it increased the size of the Board to 16 members in connection with Fornaro's appointment. It said the Board will decrease its size to 10 members when the 6 previously announced resignations take effect, and to 9 members immediately after the 2025 Annual Meeting.

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Original filing

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