SkyWest (NASDAQ: SKYW) holders elect directors but reject one proposal

Filing Impact

(Moderate)

Filing Sentiment

(Neutral)

Form Type

8-K

Rhea-AI Filing Summary

SkyWest, Inc. reported the results of its annual shareholder meeting held on May 5, 2026. Shareholders elected all director nominees, including James L. Welch with 34,403,468 votes for and 963,162 against, and Keith E. Smith with 31,670,635 votes for and 3,693,740 against.

Shareholders approved one proposal with 34,740,787 votes for and 622,058 against, and another with 36,623,631 votes for and 499,581 against. A separate proposal received 9,473,101 votes for and 25,775,259 against, so it was not approved. Each item also recorded abstentions and broker non-votes.

8-K Event Classification

Item 5.07 — Submission of Matters to a Vote of Security Holders

1 item

Item 5.07 Submission of Matters to a Vote of Security Holders Governance

Results of a shareholder vote on proposals at an annual or special meeting.

Key Figures

Votes for James L. Welch: 34,403,468 votes for Votes for Keith E. Smith: 31,670,635 votes for Proposal approved: 34,740,787 for vs 622,058 against +3 more

6 metrics

Votes for James L. Welch 34,403,468 votes for Director election at annual meeting

Votes for Keith E. Smith 31,670,635 votes for Director election at annual meeting

Proposal approved 34,740,787 for vs 622,058 against Shareholder proposal vote

Second proposal approved 36,623,631 for vs 499,581 against Shareholder proposal vote

Proposal not approved 9,473,101 for vs 25,775,259 against Shareholder proposal vote

Broker non-votes on directors 1,757,620 broker non-votes Each director election

Key Terms

Broker Non-Votes, Emerging growth company, Submission of Matters to a Vote of Security Holders

3 terms

Broker Non-Votes financial

"Abstentions | Broker Non-Votes | 1,757,620"

Broker non-votes occur when a brokerage firm is unable to vote on a shareholder’s behalf during a company election or decision because the shareholder has not given specific voting instructions, and the broker is not allowed or chooses not to vote on certain matters. They are important because they can affect the outcome of votes, especially when the results are close, by effectively reducing the total number of votes cast.

Emerging growth company regulatory

"Emerging growth company"

An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.

Submission of Matters to a Vote of Security Holders regulatory

"Item 5.07. Submission of Matters to a Vote of Security Holders."

Understanding 8-K Material Events →

05/07/2026 - 04:02 PM

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (date of earliest event reported): May 5, 2026

SKYWEST, INC.

(Exact Name of Registrant as Specified in its Charter)


Utah	0-14719	87-0292166
(State or other jurisdiction of	(Commission	(IRS Employer
incorporation or organization)	File Number)	Identification No.)


444 South River Road
St. George, Utah		84790
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s Telephone Number, Including Area Code:

(435) 634-3000

Not applicable

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).


	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. ☐

Item 5.07. Submission of Matters to a Vote of Security Holders.

On May 5, 2026, SkyWest, Inc. (the “Company”) held its annual meeting of shareholders, at which the Company’s shareholders considered and voted on the items described below:

The following persons were elected to serve as directors of the Company, each to serve until the next annual meeting of shareholders and until his or her successor shall have been duly elected and qualified, based upon the following votes:


Name of Nominee		Votes For		Votes Against	Abstentions	Broker Non-Votes
James L. Welch		34,403,468		963,162	18,852	1,757,620
Russell A. Childs		35,060,860		306,496	18,126	1,757,620
Smita Conjeevaram		35,103,909		262,274	19,299	1,757,620
Derek J. Leathers		34,790,480		580,405	14,597	1,757,620
Meredith S. Madden		34,595,296		771,062	19,124	1,757,620
Ronald J. Mittelstaedt		34,467,260		898,524	19,698	1,757,620
Keith E. Smith		31,670,635		3,693,740	21,107	1,757,620

The Company’s shareholders approved, on an advisory basis, the compensation of the Company’s named executive officers, based upon the following votes:


Votes for approval		34,740,787
Votes against		622,058
Abstentions		22,637
Broker Non-Votes		1,757,620

The Company’s shareholders ratified the appointment of Ernst & Young LLP as the independent registered public accounting firm of the Company for the fiscal year ending December 31, 2026, based upon the following votes:


Votes for approval		36,623,631
Votes against		499,581
Abstentions		19,890

The Company’s shareholders did not approve the shareholder proposal described in the Company’s Proxy Statement, based upon the following votes:


Votes for approval		9,473,101
Votes against		25,775,259
Abstentions		137,122
Broker Non-Votes		1,757,620

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


	SKYWEST, INC.


Dated: May 7, 2026	By	/s/ Eric J. Woodward
		Eric J. Woodward, Chief Accounting Officer

Source: View Original Filing on SEC EDGAR

FAQ

What did SkyWest (SKYW) announce in this Form 8-K?

SkyWest reported voting results from its May 5, 2026 annual shareholder meeting. Shareholders elected all board nominees, approved two proposals with strong support, and rejected one proposal where votes against substantially exceeded votes for.

Were all SkyWest (SKYW) director nominees elected at the 2026 meeting?

Yes, all SkyWest director nominees were elected. Votes for each nominee exceeded votes against, including 34,403,468 for James L. Welch and 31,670,635 for Keith E. Smith, with additional abstentions and broker non-votes recorded for each director.

Which SkyWest (SKYW) proposals received strong shareholder support?

Two proposals received strong support. One obtained 34,740,787 votes for and 622,058 against, while another received 36,623,631 votes for and 499,581 against, with relatively small numbers of abstentions and, where applicable, broker non-votes.

Did any SkyWest (SKYW) shareholder proposal fail to pass?

Yes. One proposal received 9,473,101 votes for and 25,775,259 votes against, with 137,122 abstentions and 1,757,620 broker non-votes. Because votes against significantly exceeded votes for, this proposal was not approved by shareholders.

How many broker non-votes were recorded in SkyWest (SKYW) director elections?

Each director election recorded 1,757,620 broker non-votes. These broker non-votes applied to all listed nominees, alongside varying votes for, votes against, and abstentions for each member of the SkyWest board slate.

Filing Exhibits & Attachments

3 documents