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Allegiant Travel Co. – ‘8-K’ for 1/30/24

On:  Monday, 2/5/24, at 2:38pm ET   ·   For:  1/30/24   ·   Accession #:  1362468-24-4   ·   File #:  1-33166

Previous ‘8-K’:  ‘8-K’ on 11/7/23 for 11/1/23   ·   Latest ‘8-K’:  This Filing   ·   2 References:   

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  As Of               Filer                 Filing    For·On·As Docs:Size

 2/05/24  Allegiant Travel Co.              8-K:2,5,9   1/30/24   12:1.4M

Current Report   —   Form 8-K

Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 8-K         Current Report                                      HTML     46K 
 2: EX-3.1      Articles of Incorporation/Organization or Bylaws    HTML    184K 
 3: EX-99.1     Miscellaneous Exhibit                               HTML    714K 
 7: R1          Cover Page Document                                 HTML     42K 
 9: XML         IDEA XML File -- Filing Summary                      XML     12K 
12: XML         XBRL Instance -- algt-20240130_htm                   XML     14K 
 8: EXCEL       IDEA Workbook of Financial Report Info              XLSX      8K 
 5: EX-101.LAB  XBRL Labels -- algt-20240130_lab                     XML     63K 
 6: EX-101.PRE  XBRL Presentations -- algt-20240130_pre              XML     31K 
 4: EX-101.SCH  XBRL Schema -- algt-20240130                         XSD     10K 
10: JSON        XBRL Instance as JSON Data -- MetaLinks               11±    16K 
11: ZIP         XBRL Zipped Folder -- 0001362468-24-000004-xbrl      Zip    189K 


‘8-K’   —   Current Report


This is an HTML Document rendered as filed.  [ Alternative Formats ]



 iX: 
  algt-20240130  
 i 0001362468 i --12-31 i false i Las Vegas i NV00013624682024-01-302024-01-30

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549 
_____________________________________________
 
FORM  i 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):  i January 30, 2024
algtheaderq417a17.jpg
 i Allegiant Travel Company
(Exact name of registrant as specified in its charter)
 i Nevada i 001-33166 i 20-4745737
(State or other jurisdiction of incorporation)(Commission File Number)(I.R.S. Employer Identification No.)
 i 1201 North Town Center Drive
 i Las Vegas,  i NV
 i 89144
(Address of principal executive offices)(Zip Code)

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

N/A
(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:
 
 i   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 i   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 i   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 i   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 classTrading SymbolName of each exchange on which registered
Common stock, par value $0.001
ALGT
NASDAQ Global Select Market

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  i 

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 2    Financial Information

Item 2.02    Results of Operations and Financial Condition.

On February 5, 2024, Allegiant Travel Company (the “Company”) issued the press release attached as Exhibit 99.1 to this Form 8-K concerning our results of operations for the quarter and year ended December 31, 2023.

This information is being furnished under Item 2.02 of Form 8-K. This report and Exhibit 99.1 are deemed to be furnished and are not considered “filed” with the Securities and Exchange Commission. As such, this information shall not be incorporated by reference into any of our reports or other filings made with the Securities and Exchange Commission.

Non-GAAP Financial Measures: The press release contains non-GAAP financial measures as such term is defined in Regulation G under the rules of the Securities and Exchange Commission. While the Company believes these financial measures are useful in evaluating the Company’s performance, this information should be considered to be supplemental in nature and not as a substitute for or superior to the related financial information prepared in accordance with GAAP. Further, these non-GAAP financial measures may differ from similarly titled measures presented by other companies.

Forward-Looking Statements: Under the safe harbor provisions of the Private Securities Litigation Reform Act of 1995, statements in the press release that are not historical facts are forward-looking statements. These forward-looking statements are only estimates or predictions based on our management's beliefs and assumptions and on information currently available to our management. Forward-looking statements include our statements regarding future airline and Sunseeker Resort operations, revenue, expenses and earnings, ASM growth, expected capital expenditures, the cost of fuel, the timing of aircraft acquisitions and retirements, the number of contracted aircraft to be placed in service in the future, our ability to consummate announced aircraft transactions, as well as other information concerning future results of operations, business strategies, financing plans, competitive position, industry environment, and potential growth opportunities. Forward-looking statements include all statements that are not historical facts and can be identified by the use of forward-looking terminology such as the words "believe," "expect," “guidance,” "anticipate," "intend," "plan," "estimate," “project”, “hope” or similar expressions.

Forward-looking statements involve risks, uncertainties and assumptions. Actual results may differ materially from those expressed in the forward-looking statements. Important risk factors that could cause our results to differ materially from those expressed in the forward-looking statements generally may be found in our periodic reports filed with the Securities and Exchange Commission at www.sec.gov. These risk factors include, without limitation, an accident involving, or problems with, our aircraft, public perception of our safety, our reliance on our automated systems, our reliance on The Boeing Company and other third parties to deliver aircraft under contract to us on a timely basis, risk of breach of security of personal data, volatility of fuel costs, labor issues and costs, the ability to obtain regulatory approvals as needed , the effect of economic conditions on leisure travel, debt covenants and balances, the impact of government regulations on the airline industry, the ability to finance aircraft to be acquired, the ability to obtain necessary government approvals to implement the announced alliance with Viva Aerobus and to otherwise prepare to offer international service from our markets, terrorist attacks, risks inherent to airlines, our competitive environment, our reliance on third parties who provide facilities or services to us, the impact of the possible loss of key personnel, economic and other conditions in markets in which we operate, the ability to successfully operate Sunseeker Resort, increases in maintenance costs, cyclical and seasonal fluctuations in our operating results and the perceived acceptability of our environmental, social and governance efforts.

Any forward-looking statements are based on information available to us today and we undertake no obligation to update publicly any forward-looking statements, whether as a result of future events, new information or otherwise.

Section 5    Corporate Governance and Management

Item 5.03    Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

On January 30, 2024, the Board of Directors of the Company approved an amendment to the Company’s By-laws to set the number of Directors of the Company at seven (7).



Section 9    Financial Statements and Exhibits

Item 9.01    Financial Statements and Exhibits.

a.Not applicable.
b.Not applicable.
c.Not applicable.
d.Exhibits

Exhibit No.Description of Document



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.
 
 
Date:  February 5, 2024ALLEGIANT TRAVEL COMPANY 
    
    
By:/s/ Robert J. Neal
Name:Robert J. Neal
 Title:Senior Vice President and Chief Financial Officer 

 

 





EXHIBIT INDEX

Exhibit No.Description of Document


Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘8-K’ Filing    Date    Other Filings
Filed on:2/5/24
For Period end:1/30/243,  4
12/31/23
 List all Filings 


2 Subsequent Filings that Reference this Filing

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 3/08/24  Allegiant Travel Co.              10-K/A     12/31/23   16:852K
 2/29/24  Allegiant Travel Co.              10-K       12/31/23   94:24M
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