ALLEGIANT TRAVEL CO, DEF 14A filed on 4/30/2025
Proxy Statement (definitive)
v3.25.1
Cover
12 Months Ended
Dec. 31, 2024
Document Information [Line Items]  
Document Type DEF 14A
Amendment Flag false
Entity Information [Line Items]  
Entity Registrant Name ALLEGIANT TRAVEL COMPANY
Entity Central Index Key 0001362468
v3.25.1
Pay vs Performance Disclosure
12 Months Ended
Dec. 31, 2024
USD ($)
Dec. 31, 2023
USD ($)
Dec. 31, 2022
USD ($)
Dec. 31, 2021
USD ($)
Dec. 31, 2020
USD ($)
Pay vs Performance Disclosure          
Pay vs Performance Disclosure, Table
Fiscal year
Summary Compensation Table (1) (2)
Compensation Actually Paid (1)(3)
Average Summary Compensation Total for non-PEO NEOs (1)(4)
Average Compensation Actually Paid to Non-PEO NEOs (1)(5)
Value of $100 Investment from 12/31/2019 Based on:
Net Income (loss)($) in millions (8)
Company-Selected Measure (Airline-Only Operating Margin) (9)
Total for PEO 1Total for PEO 2Total for PEO 1Total for PEO 2
TSR (6)
Peer Group TSR (7)
2024$666,667$1,756,230$660,441$1,529,967$1,101,837$1,564,009$55.77$61.00$(240.2)5.8 %
2023937,5008,908,655
(10)
1,105,727744,7336,220,161
(11)
4,493,78548.3361.60117.610.0 %
20223,000,0008,549,9511,753,0125,956,0181,785,209185,24739.2148.032.56.0 %
2021(49,645)1,753,2871,706,998107.8774.24151.915.9 %
20201,516,2801,224,2472,253,0441,739,282109.1475.55(184.1)(13.7)%
       
Company Selected Measure Name Airline-only operating margin        
Named Executive Officers, Footnote PEOs and NEOs included in these columns reflect the following:
YearPEO 1PEO 2Non-PEO NEOs
2024Maurice J. Gallagher, Jr.Gregory C. AndersonRobert J. Neal, Micah J. Richins, Drew A. Wells, Keny F. Wilper
2023Maurice J. Gallagher, Jr.John T. RedmondGregory C. Anderson, Robert P. Wilson III, Scott DeAngelo, Robert J. Neal
2022Maurice J. Gallagher, Jr.John T. RedmondScott D. Sheldon, Gregory C. Anderson, Robert P. Wilson III, Scott DeAngelo
2021Maurice J. Gallagher, Jr.Scott D. Sheldon, Gregory C. Anderson, Robert P. Wilson III, Scott DeAngelo
2020Maurice J. Gallagher, Jr.John T. Redmond, Scott D. Sheldon, Gregory C. Anderson, Robert P. Wilson III
       
Peer Group Issuers, Footnote The amounts in this column assume the investment of $100 on December 31, 2019 in the NYSE Airline Index and the reinvestment of all dividends since that date.        
Adjustment To PEO Compensation, Footnote
The following amounts were deducted from / added to SCT total compensation in accordance with the SEC-mandated adjustments to calculate CAP to our PEO and average CAP to our non-PEO named executive officers. The fair value of equity awards was determined using methodologies and assumptions developed in a manner substantively consistent with those used to determine the grant date fair value of such awards. The table below does not include a row for change in pension value or non-qualified deferred compensation earnings as none of the named executive officers received any such compensation in the years disclosed. Refer to the Company's 2024 Proxy Statement filed with the SEC on April 29, 2024 and the Company's 2023 Proxy Statement filed with the SEC on April 28, 2023 for adjustments used to arrive at compensation actually paid for the years ended December 31, 2020 through 2023.

PEO 1PEO 2Non-PEO NEO Average
202420242024
Summary Compensation Table$666,667$1,756,230$1,101,837
Less: Fair value of equity awards granted during the year from the Summary Compensation Table(1,073,930)(534,486)
Add (subtract) Equity Award Adjustments:
Fair value at year end of equity awards granted during the year and that are outstanding and unvested at year end1,223,560545,025
Change in fair value of equity awards from value at prior year end for grants made in prior years that remain unvested at the end of the year734,361622,180
Fair value at vesting date of equity awards granted in fiscal year that vested in fiscal year
Change in fair value from value at prior year end to the vesting date of equity awards granted in prior years that vested during the year(6,226)(1,234,711)(183,229)
Equity awards granted in prior years that were forfeited during the year
Dividends or other earnings paid on equity awards during the year124,45712,682
Compensation Actually Paid$660,441 $1,529,967 $1,564,009 
       
Non-PEO NEO Average Total Compensation Amount $ 1,101,837 $ 6,220,161 $ 1,785,209 $ 1,753,287 $ 2,253,044
Non-PEO NEO Average Compensation Actually Paid Amount $ 1,564,009 4,493,785 185,247 1,706,998 1,739,282
Adjustment to Non-PEO NEO Compensation Footnote
The following amounts were deducted from / added to SCT total compensation in accordance with the SEC-mandated adjustments to calculate CAP to our PEO and average CAP to our non-PEO named executive officers. The fair value of equity awards was determined using methodologies and assumptions developed in a manner substantively consistent with those used to determine the grant date fair value of such awards. The table below does not include a row for change in pension value or non-qualified deferred compensation earnings as none of the named executive officers received any such compensation in the years disclosed. Refer to the Company's 2024 Proxy Statement filed with the SEC on April 29, 2024 and the Company's 2023 Proxy Statement filed with the SEC on April 28, 2023 for adjustments used to arrive at compensation actually paid for the years ended December 31, 2020 through 2023.

PEO 1PEO 2Non-PEO NEO Average
202420242024
Summary Compensation Table$666,667$1,756,230$1,101,837
Less: Fair value of equity awards granted during the year from the Summary Compensation Table(1,073,930)(534,486)
Add (subtract) Equity Award Adjustments:
Fair value at year end of equity awards granted during the year and that are outstanding and unvested at year end1,223,560545,025
Change in fair value of equity awards from value at prior year end for grants made in prior years that remain unvested at the end of the year734,361622,180
Fair value at vesting date of equity awards granted in fiscal year that vested in fiscal year
Change in fair value from value at prior year end to the vesting date of equity awards granted in prior years that vested during the year(6,226)(1,234,711)(183,229)
Equity awards granted in prior years that were forfeited during the year
Dividends or other earnings paid on equity awards during the year124,45712,682
Compensation Actually Paid$660,441 $1,529,967 $1,564,009 
       
Compensation Actually Paid vs. Total Shareholder Return
The chart below illustrates the relationship between the PEO and average Non-PEO CAP amounts and the Company’s and Peer Group’s TSR during the period from 2020 to 2024.
6312
       
Compensation Actually Paid vs. Net Income
The charts below illustrate the relationship between the PEO and Non-PEO CAP amounts and the Company’s Net Income and Airline-Only Operating Margin during the period from 2020 to 2024.
6499
*In 2023, the Avg. CAP Non PEO NEOs reflects the full value of multi-year stock grants to three of our named executive officers, but that compensation was to be be earned over the three-year, nine-month remaining term of their employment agreements from April 2023 through the end of 2026.
       
Compensation Actually Paid vs. Company Selected Measure
The charts below illustrate the relationship between the PEO and Non-PEO CAP amounts and the Company’s Net Income and Airline-Only Operating Margin during the period from 2020 to 2024.
6985
       
Total Shareholder Return Vs Peer Group
The chart below illustrates the relationship between the PEO and average Non-PEO CAP amounts and the Company’s and Peer Group’s TSR during the period from 2020 to 2024.
6312
       
Tabular List, Table Operating margin - airline only
Stock price
Controllable completion
       
Total Shareholder Return Amount $ 55.77 48.33 39.21 107.87 109.14
Peer Group Total Shareholder Return Amount 61.00 61.60 48.03 74.24 75.55
Net Income (Loss) $ (240,200,000) $ 117,600,000 $ 2,500,000 $ 151,900,000 $ (184,100,000)
Company Selected Measure Amount 0.058 0.100 0.060 0.159 (0.137)
Additional 402(v) Disclosure Amounts reflect the total compensation for our PEOs, as reported in the Summary Compensation Table (SCT) for the applicable fiscal year.Amounts reflect the “compensation actually paid” (CAP) to our PEOs, as computed in accordance with Item 402(v) of SEC Regulation S-K. As provided in Item 402(v), certain adjustments (as shown in the table below) were made to each PEO’s total compensation reported in the Summary Compensation Table for each year to determine the compensation actually paid to each PEO for purposes of this disclosure.Amounts reflect the average compensation for our Non-PEO NEOs, as reported in the Summary Compensation Table for the applicable fiscal year. Amounts reflect the average CAP to our Non-PEO NEOs, as computed in accordance with Item 402(v) of SEC Regulation S-K. As provided in Item 402(v), certain adjustments (as shown in the table below) were made to the Non-PEO NEO's average total compensation reported in the Summary Compensation Table for each year to determine the average compensation actually paid to Non-PEOs for purposes of this disclosure. "Total shareholder return" (TSR) amounts in this column assume the investment of $100 on December 31, 2019 in Allegiant Travel Company's common shares traded on the Nasdaq Stock Exchange and the reinvestment of all dividends since that date.Amounts reflect Allegiant Travel Company's net income (loss) as reported in our audited financial statements for the applicable year.Amounts reflect Allegiant Travel Company’s airline-only operating margin for each fiscal year. In Allegiant Travel Company's assessment, airline-only operating margin represents the most important performance measure (that is not otherwise required to be disclosed in the table) used to link compensation actually paid to the NEOs to Company performance for the most recently completed fiscal year. Airline-only operating margin is calculated by dividing airline operating income by airline operating revenue (with operating revenue and operating income calculated without regard to any non-airline revenue or expenses).
(10)This number reflects a stock grant to PEO 2 that was to be earned over the remaining term of his employment agreement from April 2023 until December 2025, but with his resignation in September 2023, PEO 2 forfeited all but
$1.1 million of the grant date fair value of this stock grant (which had a fair value of approximately $955,000 at the date of vesting).
(11)This figure includes the full value (as of the date of grant) of multi-year grants to each of Messrs. Anderson, DeAngelo and Wilson in April 2023, which were intended to be their entire compensation for the remaining three-year, nine-month term of their employment agreements other than a possible cash bonus tied to stretch stock price targets substantially higher than prevailing stock prices when the agreements were signed and also stock options with even higher stock prices than those stock price targets. The full grant date value is included in 2023 in accordance with SEC rules but was to be earned over the remaining term of these employment agreements.
The foregoing Pay vs. Performance section shall not be deemed incorporated by reference by any general statement incorporating by reference this report into any filing under the Securities Act of 1933 or under the Securities Exchange Act of 1934, except to the extent that we specifically incorporate this information by reference, and shall not otherwise be deemed filed under such Acts.
       
Measure:: 1          
Pay vs Performance Disclosure          
Name Operating margin - airline only        
Measure:: 2          
Pay vs Performance Disclosure          
Name Stock price        
Measure:: 3          
Pay vs Performance Disclosure          
Name Controllable completion        
Maurice J. Gallagher, Jr. [Member]          
Pay vs Performance Disclosure          
PEO Total Compensation Amount $ 666,667 $ 937,500 $ 3,000,000 $ 0 $ 1,516,280
PEO Actually Paid Compensation Amount $ 660,441 $ 1,105,727 $ 1,753,012 $ (49,645) $ 1,224,247
PEO Name Maurice J. Gallagher, Jr. Maurice J. Gallagher, Jr. Maurice J. Gallagher, Jr. Maurice J. Gallagher, Jr. Maurice J. Gallagher, Jr.
Gregory C. Anderson [Member]          
Pay vs Performance Disclosure          
PEO Total Compensation Amount $ 1,756,230        
PEO Actually Paid Compensation Amount $ 1,529,967        
PEO Name Gregory C. Anderson        
John T. Redmond [Member]          
Pay vs Performance Disclosure          
PEO Total Compensation Amount   $ 8,908,655 $ 8,549,951    
PEO Actually Paid Compensation Amount   $ 744,733 $ 5,956,018    
PEO Name   John T. Redmond John T. Redmond