Alaska Air (ALK) CEO reports 72,310 RSU grant and tax share withholding

Rhea-AI Filing Summary

Alaska Air Group CEO Benito Minicucci reported multiple equity transactions on February 10, 2026. He acquired 38,757 shares of common stock at $0 upon vesting of performance stock units tied to performance goals through December 31, 2025.

The company withheld 13,317 common shares at $59.14 per share to cover tax obligations from this vesting, leaving him with 183,351 common shares held directly. He also received a grant of 72,310 restricted stock units, each representing one future share of common stock, which vest in three equal annual installments from February 10, 2027 through February 10, 2029.

SEC Form 4

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^*

MINICUCCI BENITO

(Last) (First) (Middle)

ALASKA AIR GROUP, INC.

19300 INTERNATIONAL BLVD

(Street)

SEATTLE WA 98188

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
ALASKA AIR GROUP, INC. [ ALK ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CEO AND PRESIDENT

3. Date of Earliest Transaction (Month/Day/Year)
02/10/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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	02/10/2026		A		38,757(1)	A	$0	196,668	D
COMMON STOCK	02/10/2026		F		13,317(2)	D	$59.14	183,351	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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	(3)	02/10/2026		A		72,310		(4)	(4)	COMMON STOCK	72,310	$0	72,310	D

Explanation of Responses:

1. The acquisition resulted from the vesting of Performance Stock Units (PSUs) pursuant to the attainment of certain performance goals over a three-year period ending December 31, 2025, in accordance with the terms of a PSU award granted under the Issuer's 2016 Performance Incentive Plan and upon certification of performance results by the Board's Compensation Committee on February 10, 2026.

2. The shares withheld were an exempt disposition to the Issuer under Rule 16b-3(e) to satisfy tax withholding obligations arising out of the vesting of PSUs and settled with shares by the reporting person.

3. Each restricted stock unit (RSUs) represents a contingent right to receive one share of ALK common stock.

4. The RSUs vest in three annual installments as follows: 24,103 shares on February 10, 2027; 24,103 shares on February 10, 2028; and 24,104 shares on February 10, 2029.

Remarks:

	/s/ Howard Kuppler, by power of attorney	02/12/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transactions did ALK CEO Benito Minicucci report on February 10, 2026?

Benito Minicucci reported vesting of 38,757 performance-based common shares and a grant of 72,310 restricted stock units. The company also withheld 13,317 shares at $59.14 each to satisfy tax obligations related to the PSU vesting.

How many Alaska Air Group (ALK) restricted stock units were granted to the CEO?

The CEO received 72,310 restricted stock units, each representing one future share of ALK common stock. These RSUs vest in three annual installments from 2027 through 2029, subject to continued service and the plan’s terms.

How many Alaska Air Group (ALK) shares does the CEO hold after the reported transactions?

After the February 10, 2026 transactions, Benito Minicucci directly holds 183,351 shares of ALK common stock. He also beneficially owns 72,310 restricted stock units that convert into common shares as they vest over the 2027–2029 period.

Why were 13,317 Alaska Air Group (ALK) shares withheld in the Form 4 filing?

Alaska Air Group withheld 13,317 common shares from the CEO as an exempt disposition to cover tax withholding obligations. These arose from the vesting of performance stock units and were settled by delivering shares back to the issuer.

How do the new RSUs for Alaska Air Group (ALK) CEO vest over time?

The 72,310 restricted stock units vest in three annual tranches: 24,103 on February 10, 2027, 24,103 on February 10, 2028, and 24,104 on February 10, 2029. Each vested unit delivers one share of ALK common stock.

What performance period led to the Alaska Air Group (ALK) PSU vesting for the CEO?

The 38,757 vested common shares came from performance stock units tied to goals over a three-year period ending December 31, 2025. Vesting followed certification of results by the board’s compensation committee on February 10, 2026.