Allegiant Travel Company与波音签订6架737-8飞机采购协议

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington D.C. 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): October 19, 2026

Registrant’s telephone number, including area code:              (702) 851-7300

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:

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Securities registered pursuant to Section 12(b) of the Act:

Indicate by check mark whether the registrant is an emerging growth company as in Rule 405 of the Securities Act of 1933 (Section 17 CFR §230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (Section 17 CFR §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. ☐

Section 1    Registrant's Business and Operations

Item 1.01    Entry into a Material Definitive Agreement.

On October 19, 2026, Allegiant Air, LLC, a subsidiary of Allegiant Travel Company (the “Company”), entered into supplemental agreements with The Boeing Company (“Boeing”) documenting the exercise by the Company of the first six options under the 2021 purchase agreement with Boeing, as heretofore amended. The supplemental agreements provide that the six aircraft will be 737-8 aircraft scheduled to be delivered in 2028. With the options being exercised, there are now 56 firm aircraft under the purchase agreement (22 of which have been delivered through October 23, 2026) and 74 remaining options. The list price of the six aircraft totals more than $720 million with the prices subject to discounts and price escalations through the dates of delivery.

The foregoing description of the supplemental agreements with Boeing does not purport to be complete and is qualified in its entirety by reference to the definitive supplements to the purchase agreement with Boeing, which the Company intends to file as exhibits to the Company’s annual report on Form 10-K for the year ending December 31, 2026.

Section 5    Corporate Governance and Management

Item 5.02    Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

(e) As of October 22, 2026, the Company entered into employment agreements with our executive officers, Gregory Anderson, Robert Neal, Drew Wells and Tyler Hollingsworth. The employment agreement with Mr. Anderson supersedes the employment agreement entered into with him in 2024.

Under the new employment agreement with Mr. Anderson, which will expire at the end of 2029, he will continue to serve as chief executive officer. Mr. Anderson will receive an annual base salary of $750,000 and the opportunity to participate in the Company’s short-term incentive cash bonus plan and long-term incentive plan for the executive officers. Under the short-term incentive plan, Mr. Anderson would receive a target cash bonus of 180% of annual base salary, subject to adjustment between threshold performance and stretch performance. The amount payable will be based on actual performance against metrics established by the Compensation Committee (the “Compensation Committee”) of the Board of Directors each year. Under the long-term incentive plan, Mr. Anderson is eligible for a target stock grant equal to 300% of his annual base salary. A portion of the stock grant will be time-based and the balance will be performance-based determined by actual performance of the Company against metrics established by the Compensation Committee each year. The performance-based portion of the grant will be adjusted between threshold performance and stretch performance based on actual performance.

Upon a termination without cause or a resignation for good reason or a termination as a result of death or disability, Mr. Anderson will receive severance benefits including salary continuation, a cash bonus, continuing fringe benefits and accelerated vesting of certain stock grants.

Under the employment agreement with Mr. Neal, which will expire at the end of 2029, he will continue to serve as president and chief financial officer of the Company.

Mr. Neal will receive an annual base salary of $525,000 and the opportunity to participate in the Company’s short-term incentive cash bonus plan and long-term incentive plan for the executive officers. Under the short-term incentive plan, Mr. Neal would receive a target cash bonus of 150% of annual base salary, subject to adjustment between threshold performance and stretch performance. The amount payable will be based on actual performance against metrics established by the Compensation Committee each year. Under the long-term incentive plan, Mr. Neal is eligible for a target stock grant equal to 225% of his annual base salary. A portion of the stock grant will be time-based and the balance will be performance-based determined by actual performance of the Company against metrics established by the Compensation Committee each year. The performance-based portion of the grant will be adjusted between threshold performance and stretch performance based on actual performance.

Upon a termination without cause or a resignation for good reason or a termination as a result of death or disability, Mr. Neal will receive severance benefits including salary continuation, a cash bonus, continuing fringe benefits and accelerated vesting of certain stock grants.

Under the employment agreements with Mr. Wells and Mr. Hollingsworth, which will expire at the end of 2029, each will continue to serve as executive vice president and chief commercial officer (Mr. Wells) or executive vice president - chief operating officer (Mr. Hollingsworth) of the Company.

Each of Mr. Wells and Mr. Hollingsworth will receive an annual base salary of $475,000 and the opportunity to participate in the Company’s short-term incentive cash bonus plan and long-term incentive plan for the executive officers. Under the short-

term incentive plan, each of Mr. Wells and Mr. Hollingsworth would receive a target cash bonus of 125% of annual base salary, subject to adjustment between threshold performance and stretch performance. The amount payable will be based on actual performance against metrics established by the Compensation Committee each year. Under the long-term incentive plan, each of Mr. Wells and Mr. Hollingsworth is eligible for a target stock grant equal to 195% of his annual base salary. A portion of the stock grant will be time-based and the balance will be performance-based determined by actual performance of the Company against metrics established by the Compensation Committee each year. The performance-based portion of the grant will be adjusted between threshold performance and stretch performance based on actual performance.

Upon a termination without cause or a resignation for good reason or a termination as a result of death or disability, each of Mr. Wells and Mr. Hollingsworth will receive severance benefits including salary continuation, a cash bonus, continuing fringe benefits and accelerated vesting of certain stock grants.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, Allegiant Travel Company has duly caused this Report to be signed on its behalf by the undersigned hereunto duly authorized.