UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934

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The Board of Directors of Alaska Air Group, Inc. (Air Group or the Company) is soliciting proxies for the 20212023 Annual Meeting of StockholdersShareholders (the Annual Meeting). This Proxy Statement contains important information for you to consider when deciding how to vote on the matters brought before the meeting. Please read it carefully.

The Board of Directors has set Friday, March 12, 2021,10, 2023 as the record date for the Annual Meeting. This means that owners of Alaska Air Group common stock as of the close of business on that date are entitled to receive this notice, attend and vote during the Annual Meeting. There were 124,388,615127,464,546 shares of Air Group common stock outstanding on the record date.

Internet Availability of Proxy Materials. On or aboutMarch 26, 2021, stockholders24, 2023, shareholders of record, beneficial owners and employee participants in the Company’s 401(k) plans were mailed a Notice of Internet Availability of Proxy Materials (the Notice) directing them to a websitewww.proxyvote.com where they can access the Company’s 20212023 Proxy Statement and Annual Report on Form 10-K for the year ended December 31, 20202022 (the Annual Meeting Materials). The Company’s 20202022 Form 10-K was filed with the Securities and Exchange Commission (SEC) on February 26. 2021.13, 2023. If you prefer to receive a paper copy of the proxy materials, please follow the instructions on the Notice and the Annual Meeting Materials will be mailed to you.

Attending the Annual Meeting. We will host the 2021 Annual Meeting live via the Internet and telephone only.webcast. Any stockholdershareholder can listen to and participate in the Annual Meeting. Whether or not you attend the meeting, we encourage you to vote on-line or by Internet or phone or to complete, sign and mail your voting instruction form or proxy prior to the meeting.

Submit Your Questions. We invite you to submit any questions of general stockholdershareholder interest to the Assistant Corporate Secretary via email at allie.wittenberger@alaskaair.com, or via the Shareholder Forum at www.proxyvote.com. You can submit questions beginning on March 24, 2023. We will answer questions of general interest during the meeting as time permits. We will also include answers to your questions on www.alaskaair.com under About Alaska/Investor Relations following the meeting. If you encounter issues accessing the website or the virtual meeting, please contact allie.wittenberger@alaskaair.com.

ALASKA AIR GROUP, INC.

NOTICE OF ANNUAL MEETING OF STOCKHOLDERS AND PROXY STATEMENT

TABLE OF CONTENTS

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING AND OTHER STATEMENTS

This Proxy Statement contains forward-looking statements within the meaning of the federal securities laws. Forward-looking statements may be identified by words like “anticipate,” “expect,” “project,” “believe,” “plan,” “may,” “estimate,” “intend” and other similar words. These forward-looking statements are based on our beliefs, assumptions and estimates using information available to us at the time and are not intended to be guarantees of future events or performance. Factors that may cause actual results to differ materially from those contemplated by the statements in this Proxy Statement can be found in our most recent Annual Report on Form 10-K filed with the SEC and in the Quarterly Reports on Form 10-Q that we have filed or will file hereafter under the heading “Risk Factors” and “Safe Harbor for Forward-Looking Statements.” The forward-looking statements speak only as of the date of this Proxy Statement and undue reliance should not be placed on these statements. We disclaim any intention or obligation to publicly update or revise any forward-looking statements. This cautionary statement is applicable to all forward-looking statements contained in this document.

This Proxy Statement contains statements regarding individual and Company performance objectives and targets. These objectives and targets are disclosed in the limited context of our compensation plans and programs and should not be understood to be statements of management’s future expectations or estimates of future results or other guidance. We specifically caution investors not to apply these statements to other contexts.

Website References

You may also access additional information about Alaska Air Group at investor.alaskaair.com. References to our website throughout this Proxy Statement are provided for convenience only and the content on our website does not constitute a part of this Proxy Statement.

TO OUR SHAREHOLDERSSHAREHOLDERS

2020Alaska Air Group has a history of navigating periods of post-downturn recovery with agility, emerging with stronger competitive positioning and durable advantages. This recovery is behind us,no different. In 2022, our industry faced unprecedented volatility and it waswe were challenged in unexpected ways. Our people rose to these challenges, delivering unwavering safety and the exceptional customer care that is unique to Alaska and Horizon.

In 2022 we experienced unprecedented leisure travel demand strength. This strength drove our revenue to a year like no other. The coronavirus pandemic forced nearly allrecord $9.6 billion, 10% above 2019 with capacity trailing our 2019 size by 9%. With this strong backdrop and our disciplined focus on efficient operations and low costs, we led the industry with an adjusted pre-tax margin of 7.6% (1). We expect to continue to build on this momentum and margin expansion again in 2023.

Our financial strength and the conservatism of our balance sheet are enduring trademarks of our business that have enabled us to change our daily lives, and for many it resulted in the loss of loved ones. On top of the tragedy of the coronavirus, we encountered senseless racial violence and experienced deep political division in our country. Any one of these events on its own would have been challenging but having them all in one year was harrowing. The resulting uncertainty and financial hardship were unlike anything we have experienced in our 88-year history.

In the very early days of the pandemic, we focused our attention on two critical priorities: maintaining the health and safety of our employees and guests, and ensuring our airlines come out of this crisis strong.  The people of Alaska and Horizon delivered on both fronts, and our company is well prepared for the future because of it.

In April, we launched our Next-Level Care initiative, drawing on the expertise of medical and health care professionals with insights from employees and guests to change the travel experience with safety and comfort in mind. The layers of safety we created were instrumental in helping our guests and employees stay healthy and for rebuilding guest confidence in travel. We know these measures are working, as guest post-flight surveys indicate the vast majority experienced a safe and healthy environment when travelling with us.  

Financially, our 2020 results were both sobering and a source of optimism. While our revenues declined a staggering $5.2 billion, our teams managed to reduce our cash burn to lessrecover more quickly than $4 million per day by the end of the year. This result was among the bestothers in the industry this cycle. In 2022, we produced $1.4 billion in cash flows from operations, and was integral to our preserving our balance sheet strength through this crisis.  Our adjusted net debt which factors in debtto EBTIDAR was 1.0x (2), well below our target of 1.5x or lower. Given the renewed stability of our business, and lease obligationsimproving financial trajectory, we re-started our share repurchase program this February and backs out cash, was essentially unchangedwill spend up to $100 million on share buybacks this year to offset annual dilution from 2019. Havingour ESPP and employee compensation programs. Balanced capital allocation is a strong balance sheet and operating with low costs have been the cornerstonekey aspect of our management philosophy, and we are pleased to be one of the first airlines to take this step forward.

As we have shared previously, we are well positioned to grow 8% to 10% in 2023 before returning to our long-term target growth rate of 4% to 8% per year in 2024 and beyond. We recently expanded our order book with Boeing, bolstering our decades-long relationship with a great partner. In doing so, we also secured visibility to strategic growth for many years theyto come. Having completed most of our mainline single fleet transition in 2022, our growing fleet of new Boeing MAX aircraft is driving us forward to more cost-and fuel-efficient operations. Our fleet renewal remains a key component of our path to net zero along with our broader sustainability efforts and staying true to our values by doing the right thing to protect the beautiful places we serve and connect.

Recognizing and investing in our employees for their dedication and hard work is another key aspect of Alaska Air Group’s success. Last year we completed several labor deals, which was a significant achievement and is critical to support our long-term growth plans in this highly competitive industry. With the stability and clarity of these labor deals, we can fully focus on our future and grow together.

On the commercial side of our business, strategic partnerships and strong alliances are a growing source of strength for Alaska Air Group. Our renewed credit card deal with Bank of America drove significant revenue growth in 2022 and will continue to be critically important as we navigate the recovery ahead.

It has been inspiringgrow in 2023. We are always searching for ways to watch our employees rally behind the company as we faced these challenges. Employees helped our guests connect to our health and safety messaging in creative ways, like our Safety Dance video which featured several talented crew members. They also helped inspire guests to get back to travelling with our Friends and Family promotion.  And, incredibly, thousands of employees took voluntary or incentive leaves and early retirements, which were instrumental for preserving cash and reducing the need to furlough as we navigated this crisis.  We could not have accomplished all that we did this year without these incredible contributions.

In 2020 we spent time learning about systemic racism, listening to our employees and taking a hard look at the work we must do to advance racial equity at Alaska and Horizon and in our communities. We have recently published our 2025 diversity, equity and inclusion goals which will hold us accountable to our commitments to increase racial diversity, increase our employee engagement scores around inclusion related topics, and create career pathways for at least 175,000 young people by supporting programs that empower and enable opportunity through a lens of racial equity.

Signs of brighter days to come have recently begun to emerge. After slow and choppy recovery in 2020, the vaccine roll out is gaining momentum and we’ve experienced several weeks of encouraging bookings improvement. From a longer-term perspective, we’ve recently announced our plans to streamline our fleet.

Earlier this month we marked the 40-year anniversary of Alaska operating Boeing 737 aircraft and we put our first 737 MAX-9 into service. Under a new deal with Boeing, we will be taking more MAX aircraft to replace outgoing Airbus leases in our fleet. And, in the weeks ahead our guests can look forward to our entry into the oneworld alliance, which will bring fantastic global connectivity and more value to our loyalty program.guests, and we believe the expanded credit card benefits will do just that. Our membership in oneworldand our West Coast International Alliance with American Airlines are also bringing value to our guests by enhancing our global reach. Our partners’ international flights out of our hubs are set to increase, which means our guests have more options than ever, helping us fulfill our mission to keep guests and communities connected.

There are exciting changes on deck1

As we have for our leadership team as well. On March 31, Brad will retire from his role as CEO and Ben will assume the responsibilities. This succession has been severalmany years, in the making and the groundwork is in place for a smooth and seamless transition. Brad will continue as Board Chair.

Crises present unique opportunities to see what we are made of.investing in ways that serve our employees, our guests, our communities, and our shareholders. We believe this approach has enabled Air Group’s previous success and will deliver a strong future for all our stakeholders. Economic uncertainty and external volatility are incredibly proudlikely to remain part of our operating environment for the resultsforeseeable future, but leveraging our core DNA – including disciplined costs, operational excellence, and a remarkable caring culture – gives us great confidence that Alaska and Horizon delivered in such daunting circumstances. Our competitive advantages remain as strong as ever, and we are prepared to seize opportunities that will undoubtedly arise in the recoveryprimed for many more successful years ahead. The Board and our leadership team want to thank

Thank you for your support, of our business, and for your investment in Alaska Air Group.

Benito

CEO Elect, Alaska Air Group

(1) Refer to Appendix A for the reconciliation of adjusted pre-tax margin.

(2) Adjusted net debt to EBITDAR ratio can be reconciled to GAAP financial measures in the 2022 10-K (Item 7, page 42).

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Bradley D. TildenPROXY STATEMENT SUMMARY

Chairman, Alaska Air Group

PROXY STATEMENT SUMMARY

Matters to be Voted On

Governance Highlights

As part of Alaska Air Group’s commitment to high ethical standards, our Board follows sound governance practices. Many of these practices are described in more detail in our Corporate Governance Guidelines, which are available on the Company’s website at www.alaskaair.com under About Alaska/Investor Relations.

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Our Board

The Board has nominated 11 director nominees for election at the Annual Meeting. Each of the director nominees currently serve on the Board and were previously elected by the Company’s shareholders at the 2022 Annual meeting.

On February 13, 2023, Susan J. Li informed the Company that she will not stand for reelection to the Board of Directors at the Annual Meeting, in order to focus on her responsibilities as chief financial officer of Meta. Ms. Li has been on the Board since 2018, and serves on the Audit Committee and the Innovation Committee.

Jessie J. Knight, Jr., who has served on the Board for more than 17 years, and sits on the Safety Committee and the Compensation & Leadership Development Committee, will retire effective with the Annual Meeting in accordance with the Company’s director age limits.

In connection with these departures, the Boards of the Company and its principal subsidiaries Alaska Airlines, Inc. and Horizon Air, Inc. reduced the number of director seats from 13 to 11 effective with the Annual Meeting.

All nominees meet the New York Stock Exchange (NYSE) governance standards for director independence, except for Mr. Tilden and Mr. Minicucci, who areis not independent due to each nominee’shis position as an executive officer.officer of the Company.

Board Diversity and Skills Matrix

The Board recognizes that diversity brings unique perspectives, leads to more effective risk management and better alignment with guests, employees, and the communities in which the Company serves. The Board’s nomination process, detailed in the Director Nomination Policy section below, has routinely resultedaided in the identification of candidates with diverse qualifications, backgrounds, geography, race, ethnicity, gender and age. Currently, 60%66% of board leadership positions are held by female and/or racially/ethnically diverse directors, includingdirectors. Ms. Bedient became the Lead Independent Director andCompany’s first female Board committee chairs.Chair in 2022.

Independent Director Gender Diversity

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Independent Director Racial/Ethnic Diversity

Executive Compensation Practices

Our executive compensation program is aligned with our business strategy and is designed to attract and retain top talent, align with our business strategy, and reward the achievement of key business goals. The following practices help ensure alignment of interests between stockholdersshareholders and executives and are considered good governance by our Compensation and Leadership Development Committee (the Committee) and historically by the majority of our stockholders.shareholders.

Board Leadership

The Company’s board leadership has generally includesincluded a combined chair and CEOchair-CEO role withcomplemented by a strong independent lead director role; however, for 2021role. However, the Board has approved the temporary separation of theseparates these roles of chair and CEOfrom time to time, at its discretion, as it did in connection with the recentMr. Minicucci’s transition to a new CEO.CEO in 2021 along with Ms. Bedient's election as non-executive Board Chair in 2022.

In choosing generallydeciding whether to combineseparate the CEO and Board Chair roles, the Board considers, among other things, the experience and capacity of chair andthe sitting CEO, the Board takes into considerationrigor of independent director oversight of financial, operational, safety and governance issues, the highly technical naturelevel of the airline businesstransparency between management and the importance of deep, industry-specific knowledge along with a thorough understanding of the Company’s business environment. Combining the roles also provides a clear leadership structure for the management team. Because the CEO has a deep understanding of the complexities of the airline business, the regulatory environmentBoard, and the Company’s strategy – allexistence of which are critically important to the Company’s performance – theother checks and balances that help ensure independent thinking and decision making by directors.

The non-executive Board believes that he or she generally is best suited to serve as chair and to preside over the majority of the Board’s discussions in a way that focuses those discussions on key matters of strategic importance for the airline.  

By creating an independent lead director role with specific authority, the Board is able to ensure objective evaluation of management decisions, company strategy and performance and to provide independent leadership for director and management succession planning and other governance issues.

The lead independent director’sChair responsibilities include:

Notwithstanding the Board’s preference for combining the roles of chair and CEO, the Board may separate the CEO and chair roles from time to time, at its discretion, as it has recently done in connection with Mr. Minicucci’s transition to CEO and consistent with its previous temporary separation of these roles in connection with the transition of Mr. Tilden to CEO in 2012-2013. In deciding whether to separate the roles, the Board considers, among other things, the experience and capacity of the sitting CEO, the rigor of independent director oversight of financial, operational and safety regulatory issues, the current climate of openness between management and the Board, and the existence of other checks and balances that help ensure independent thinking and decision making by directors.

Executive Sessionsand Lead Independent Director

The Board holds executive sessions of independent directors quarterly, as provided in accordance with the Company’s Corporate Governance Guidelines. The lead independent directornon-executive Board Chair presides over these executive sessions. Each Committee also holds an executive session of independent directors quarterly (presided over in each case by the respective committee chair) and includes key management personnel, as appropriate, on an individual basis in order to ensure full transparencyadvance risk oversight and risk oversight.transparency.

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Risk Oversight

Alaska Air Group has adopted an enterprise-wide risk analysis and oversight program. This program is designed to:

The structure and reporting relationships and key areas of responsibility are shown below:

As shown above, responsibility for identified risks has been assigned to appropriate executives, and assignments have been aligned for appropriate board oversight. Responsibility for managing these risks includes strategies related to both mitigation (acceptance and management) and transfer (insurance).

The risk matrix is approved annually by the Audit Committee and regularly reviewed by the Board. The Audit Committee also receives quarterly updates regarding the program and an annual in-person review of the program’s status by the audit and quality assurance executive. Under the program, the Audit Committee also works with the audit and quality assurance executive and members of the management executive committee to annually identify the most pressing risk

issues for the next year. This subset of the risk matrix is then used as a framework for periodic reports by the designated management executive to the appropriate board entity for heightened oversight. Furthermore, these areas of emphasis regarding risk are specifically reviewed and discussed with executive management annually and are incorporated into the development of the Company’s strategic objectives for the coming year.

The Company believes that its leadership structure, discussed in detail in the Board Leadership section in this Proxy Statement, supports the risk oversight function of the Board for the same reasons that it believes the leadership structure is most effective for the Company, namely that, while facilitating open discussion and communication fromwith independent members of the Board, it ensures that strategic discussions are led by an individual with a deep understanding of the highly technical and complex nature of the airline business.

For specific risk oversight functions, refer to Board Committee and Risk Oversight Functions section below.

Director Orientation and Continuing Education

New directors participate in one-on-one introductory meetings with executive leaders and are given presentations on the Company’s strategic plans, financial statements, safety culture and other key issues. Directors are encouraged to enroll in continuing education programs on corporate governance and other critical issues associated with their service on the Company’s board.

Code of Conduct and Ethics

The Company has adopted the Code of Conduct and Ethics, which applies to all company employees, including its CEO, CFO, principal accounting officerofficers and persons performing similar functions, and itsthe Board of Directors. The Code of Conduct and Ethics may be found on the Company’s website at www.alaskaair.com under About Alaska/Investor Relations. Information on the Company’s website, however, does not form a part of this Proxy Statement. The Company discloses on the Company’sits website any amendments (other than technical, administrative or non-substantive amendments) to, and any waivers from, a provision of the Code of Conduct and Ethics forgranted to directors or executive officers to the extent required by applicable NYSE listing standards and SEC rules.

Prohibition of Speculative Transactions in Company Securities

The Company’s insider trading policy prohibits the Company’s directors and executive officers, including the Named Executive Officers, as well as employees in the positions of managing director or above and certain other employees, from engaging in certain speculative transactions in the Company’s securities,

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including short-term trading, short sales, publicly traded options (such as puts, calls or other derivative securities), margin accounts, pledges of Company securities and certain forms of hedging or monetization transactions such as zero-cost collars and forward sale contracts.

Approach to Environmental, Social and Governance Matters (ESG)

The Company’s purpose is “creating an airline people love” and its leaders believe that the best path to creating long-term value is to deliver for the Company’s four primary stakeholders -- employees, customers, shareholders, and communities. The Company believes its success depends on the ability to provide safe and reliable air transportation, develop relationships with guestsfoster guest loyalty by providing exceptional customer service and low fares, and maintain a low-cost structure to compete effectively.effectively, and attract and retain qualified, engaged employees. Leaders strive to achieve these objectives as a socially responsible company that values not only performance but also people, communities, and the environment.

Air Group’s roots are in connecting rural Alaskan villages with essential services like food, medical supplies, and mail delivery – and those values are with us today. We recognize there is much work needed to address impactour impacts on the globe,environment, to expand opportunity equitably, and to ensure that all people are and truly feel safe, respected, and equal.

The Company’s values are to Own Safety, Do the Right Thing, Be Kind-Hearted, Deliver Performance, and Be Remarkable. These guide our daily business, operations, and governance, and stewardship of our impact on the environment, people, and communities. ESG efforts are balanced acrossWe focus on the areas of our greatest impact and the issues most important to our four primary stakeholder groups noted above. Amongst those, we serve,our highest priorities and those that will require focused on:effort are: (1) reducing greenhouse gas emissions, particularly carbon emissionsdioxide and (2) advancing racial equity and opportunity inside the Company and across communities.

The four pillars that are woven throughout

More broadly, we consider this work are the following:

The Company was recently recognized among Barron’s 100 Most Sustainable Companies and brings an orientation of continuous learning and improvement to this work as in everything we do.make flying matter.

ESG Governance and Oversight

The Governance, Nominating and NominatingCorporate Responsibility Committee of the Board is responsible for overseeingoversees the Company’s practices, reporting, and reporting with respectprogress to voluntaryits ESG goals, and disclosure, annual reporting,including social and environmental and climate impacts. The Governance and Nominating Committee includes members with deep experience in energy and environmental impactmatters drawn from experience in multiple industries, as well asplus members with leadership experience in human capital, governance, safety, and risk.

In addition to the annual reporting cycle, the Governance, Nominating and NominatingCorporate Responsibility Committee reviews a quarterly dashboard on progress to goals, and management commentary on milestones and trends. The Board has directed that sustainability and ESG be leading parts of the Company’s strategy and has regular discussions about this work including topics specific to climate impact and diversity, equity, and inclusion.

The Safety Committee receives regular updates on environmental risk, and the Compensation and Leadership Development Committee is responsible for oversight of human capital matters, including advancing diversity, equity, and inclusion such as through recruitment, hiring, retention, development, and culture building.

At a management level, a member of our Executive Committeeexecutive committee has formal responsibility for driving progress and disclosure in Sustainabilitysustainability and ESG. And because this work is inherently cross-functional, the Company has also formalized governance and oversight of ESG at the management level. An ESG Executive Steering Committee meets monthlyquarterly for oversight of performance and work toward the goals

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and is responsible for ensuring progress. Additional Steering Committees dedicated to Reducing Carbon Emissionsprogress and Advancing Racial Equity bring explicit focus in those two areas. Finally, a group dedicated tosubject matter experts are responsible for driving and reporting progress for each of our ESG Goals and Disclosure ensures appropriate stewardship and transparency in data to the breadth of ESG matters.goals. These groups are staffed byengage senior executives across all areas of accountability for delivering on ESG – including operations, finance, human resources, legal, real estate, commercial divisions, government affairs and philanthropy.

ESG Disclosure

Alaska Air Group voluntarily reports progress annually on ESG goals. The 20192021 report, including data per the Sustainability Accounting Standards Board (SASB) framework for aviation and an appendix addressing the Task Force for Climate Related Financial Disclosure (TCFD) framework, can be found by visiting http://www.flysustainably.com/wp-content/uploads/2020/07/2019-Alaska-Air-LIFT-Report.pdf. www.alaskaair.com/esg.

The Company’s 20202022 report, to be published in the second quarter 2021,2023, will report further progress against our progress on our 2020 goals and share the new goals through 2025.2025 goals.

Our 2025 goals and commitments arewere established with input from stakeholders across the Company and externally, and will covercovers the areas of carbon, waste, water, racial equity, community involvement, labor practices, safety, crisis management, privacy and data security, and responsible political engagement. Additionally, the Company will keep financial management principles visible in this disclosure. The Company will present quarterly progress reports on these goalssubmits annual disclosure to CDP and commitments to the Board as described above, will report annually to the public, and will publicly report in accordance with leading reporting frameworks such as SASB, the Carbon Disclosure Project and Task Force on Climate Related Financial Disclosure.Dow Jones Sustainability Index.

Climate Strategy

Climate change is a threatpresents significant risks to communities across the futureglobe, and is already impacting communities including those in which we operate.extreme weather and temperature events impact our operations. The Company believes deeply in the transformational benefits of air travel to connect people with one another, help people understand one another, and enable communities to grow, thrive, create jobs and economic benefits. Air Group is committed to reducing our climate impact, with a principal focus on carbonreducing greenhouse gas emissions alongside broader focus on other climate impacts, waste, and water.ecosystem impacts.

The Company ishas committed to improve in three primary ways:short and long-term goals for reducing our climate impact. Our long-term goal is to achieve net zero carbon emissions by 2040, following a five-part strategy: (1) increasing the efficiency of our operations to avoid fuel use where we can, (2) renewing our fleet with the more fuel-efficient Boeing 737MAX aircraft, (3) increasing use of sustainable aviation fuels, and (3) transforming the(4) enabling innovative technology including future zero emissions propulsion alternatives, and infrastructure of aviation long-term. When we are unable to reduce our impact enough through increased efficiency and(5) using sustainable fuels, we consider high-quality carbon offsets and facilitate customers’ purchaseremovals where necessary to meet our targets due to insufficiently available technology to fully decarbonize. While our preference is for in-sector approaches, we recognize that there is not today enough technology or sustainable aviation fuel available to fully decarbonize aviation. The pace of such offsets.innovation and expansion of new technologies will be critical for our industry’s long-term path to net zero.

In 2020, the

The Company began usingcurrently offtakes sustainable aviation fuel at San Francisco International Airport, has several agreements for future offtake, and announced a partnershipis working with Microsoftother producers such as SkyNRG Americas to use sustainable aviation fuel at Los Angeles International Airportenable future West Coast production of SAF. Alongside oneworld alliance partners, we have committed to

create “carbon-neutral flights” for Microsoft employees traveling from Seattle to San Francisco, San Jose an objective of utilizing 10% SAF by 2030 as long as sufficient product is available, and Los Angeles now and into the future.

The Company also announced a major investment in our fleet, transitioning many of our aircraft to the 737-9 MAX which is 22% more efficient on a seat-by-seat basis than the aircraft we will replace. Andcontinue to advocate for the first timepublic policy to enable growth in commercially available supply.

Beginning in 2021, we included a carbon emissions target isas part of the all-employeeour company’s goals-based incentive pay plan for all employees. Performance surpassed targets in both 2021 and 2022. This metric remains in our performance-based pay program underscoringto underscore a company-wide commitment to efficiency and sustainability.

Diversity, Equity, and Inclusion

The Company values the importance of diversity, equity and inclusion in the workplace and believes that our airlines should be places where everyone feels they belong – employees and guests alike. We

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believe every person should be treated with respect regardless of race, ethnicity, capability, age, gender, gender expression, or sexual orientation and that guests should always feel welcome on board our aircraft. Employees deserve to feel safe and have a sense of belonging when they come to work. This means racismRacism and discrimination have no place in our workplace or onboard our aircraft.

The Company believes

Our Board and leadership team believe that aviation can enable opportunity;enables opportunity and wehas an important role in advancing diversity and equity. We are committed to advancing diversity, equity and inclusion in all forms, with a current focus on racial equity. Building on feedback and input from employees, we haveforms. We’ve set specific2025 commitments and goals to advance racial equity through diverse leadership and employee representation, an inclusive culture, and public leadership. Ourleadership with a focus is on creating opportunities for employment, engagement and advancement for diverse employees throughout the organization. We willare driving initiatives at all levels of the company to achieve this bythese goals, including supporting education pipelines that create career pathways for diverse talent, and by focusing on attracting and retaining diverse talent through leadership development and sponsorship programs. To underscore the accountability of leaders to make progress in these areas, beginning in 2021, a DEI metric was included in the performance-based segment of executives’ long-term incentive equity compensation.

In 2022, we’ve made progress against our goals and continue to listen, learn and adjust our approach and actions as needed to ensure we deliver on those commitments. This year we also signed the Airlines for America’s commitment to improve accessibility and services for passengers with disabilities.

Community Involvement

The Company is involved in the communities where weour employees and guests live and fly through corporate philanthropy, community engagement, employee volunteerism, and grants from the Alaska Airlines Foundation. A core area of focus, and the mission of the Alaska Airlines Foundation, is to inspire, equip, and enable young people to imagine and reach career opportunities, in aviation and beyond. In the last several years, this work is done through the lens of advancing racial equity.

The Company’s corporate philanthropy includes using our core asset of flight to transport people for school, to needed medical care, to respond to crisis and urgent needs, or to make a wish come true. This makes flying matter. Additionally, through Alaska’s LIFTCare Miles program, guests can contribute their miles to organizations that are aligned with their passions.

2020 was a unique year for

In 2022, we resumed in-person volunteer events, including our community involvement, but the Company turnedsignature Aviation Day in Seattle and Portland to virtual engagement to reach kids with airport tours and “ask a pilot”, wrote letters to homebound elders, and transported medical providers and critical supplies. The Company also launched the Million Meals Challenge to combat the growing challenge of food insecurity as a result of the COVID-19 pandemic, contributing fresh and packaged food directly to food banksget young people excited about opportunities across the countryindustry, and galvanizing the giving powerour focused Week of guests and employees to amplify the impact.Care featuring coordinated employee volunteer events across our major hub communities.

Political Contributions and Engagement

Public policy affects our ability to achieve Company goals, meet customer needs and provide stockholdershareholder value. As such, the Company believes it is important to engage in public policymakingpolicy making processes at the federal, state and local levels, which includes making political contributions where appropriate and permitted by law.

The Company is committed to adhering to the highest standards of ethics in engaging in activities that seek to advocate legislative positions that support our business and operations. To ensure contributions are made in a manner consistent with the Company’s goals and stockholder’sshareholder’s interest, the Company has adopted a Policy on Political Contributions and Engagement.

In response to the lobbying disclosure proposal that received support from 52% of votes cast at the 2020 meeting, the Company enhanced the The Policy on Political Contributions and Engagement.  Details of the engagement, research, policy updates and program oversight are included below:

Engagement and Research

The approach to increase transparency around political and lobbying contributions was informed by the proponent of the proposal, Proposal 4 around Political Contributions submitted in the 2020 proxy, several institutional shareholders, our proxy solicitor, and peer group companies with high marks on their political disclosures. We believe our approach is clear and transparent while balancing shareholder expectations, administrative complexity, and business demands.

Changes to the existing Policy on Political Contributions and Engagement make the content more user-friendly as it is now available as a subsite on alaskaair.comcan be found at:

https://investor.alaskaair.com/policy-political-contributions

Policy Overview

In the revised Policy on Political Contributions and Engagement, the Company describes itsour interests in advocating for policies in support of its business and industry, including through, among other things,

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participating in trade associations and making political contributions where appropriate and permitted by the law.

The policy includes detailed procedures for making political contributions and expenditures, directly and indirectly, including with respect to candidates for public office, political parties, referenda and ballot initiatives. Among other things,The policy also covers management of the Company’s policy sets forth the following:Alaska Air Group Political Action Committee (AAG PAC).

The policy describes that the Company complies with all federal, state and local laws and requirements associated with political engagement, including the Company’s lobbying activities.

Dues and Contributions Disclosures

Through active links included in the Company’s Policy on Political Contributions and Engagement posted on the Company’s website (at the link referenced above), the Company discloses its direct and indirect political contributions, contributions made through lobbying activities.the AAG PAC, as well as participation in trade associations . The Company updates these disclosures semi-annually (generally, August and February of each year). Specifically, the Company discloses:

The Company also provides through itsour website (at the link referenced above) links to the Company’s publicly available lobbying disclosures required to be submitted quarterly to the Secretary of the U.S. Senate and the Clerk of the U.S. House under the Lobbying Disclosure Act.Acts.

Process and Oversight

As detailed above, the Company’s Policy on Political Contributions and Engagement provides detailed information about the decision-making process for itsour political contribution and lobbying activity and the person(s) responsible. For example, as stated in the Company’s policy:

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The Board approved these changes on November 6, 2020 and the new Policy on Political Contributions and Engagement was published on November 13, 2020.  

Shareholder Communications

Stockholder Communications

Any stockholdershareholder or interested party who wishes to communicate with the Board or any specific director, including the Lead Independent DirectorBoard Chair (who presides over executive sessions of the independent directors) or with the independent directors as a group, may write to:

Board of Directors

Alaska Air Group, Inc.

PO Box 68947

Seattle, WA 98168

Depending on the subject matter, management will: