Document


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):

September 14, 2017

HAWAIIAN HOLDINGS, INC.
(Exact name of registrant as specified in its charter)

Delaware
 
001-31443
 
71-0879698
(State or other jurisdiction of incorporation)
 
(Commission File Number)
 
(IRS Employer
Identification No.)

3375 Koapaka Street, Suite G-350
Honolulu, HI 96819
(Address of principal executive offices, including zip code)

(808) 835-3700
(Registrant’s telephone number, including area code)

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:
[ ] 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))

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

On September 14, 2017, the Board of Directors (the “Board”) of Hawaiian Holdings, Inc. (the “Registrant”) increased the size of the Board from ten to eleven directors and appointed Abhinav "Abhi" Dhar to fill the newly created seat.
As a non-employee director, Mr. Dhar will receive the compensation and travel benefits provided under the Registrant’s previously disclosed non-employee director compensation policy. This includes a base annual retainer of $70,000. Additionally, as a new non-employee director, Mr. Dhar was automatically granted 1,279 restricted stock units upon his appointment to the Board. These restricted stock units will vest in full on the day prior to the Registrant’s 2018 annual meeting of stockholders provided that Mr. Dhar continues to serve as a director through such date.
The Registrant and Mr. Dhar will also enter into the Registrant’s standard form of indemnification agreement.
There are no transactions between Mr. Dhar and the Registrant that would be reportable under Item 404(a) of Regulation S-K.
A copy of the press release announcing Mr. Dhar’s appointment is attached hereto as Exhibit 99.1.

 
(d) Exhibits.
99.1    Press Release dated September 14, 2017.






SIGNATURES

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

 
 
 
HAWAIIAN HOLDINGS, INC.
 
 
Date: September 14, 2017
By:
/s/ Aaron J. Alter
 
 
 
Name: Aaron J. Alter
Title: Executive Vice President, Chief Legal Officer and Corporate Secretary
 
 
 
 




EXHIBIT INDEX

Exhibit


Exhibit 99.1
NEWS
http://quotemedia.10kwizard.com/cgi/image?quest=1&rid=23&ipage=11797721&doc=3
FOR IMMEDIATE RELEASE
Thursday, September 14, 2017
Contact:
Alison Croyle (808) 835-3886
Alison.Croyle@HawaiianAir.com
 
 
 
 
 
Tara Shimooka (808) 838-5409
Tara.Shimooka@HawaiianAir.com
  

Abhi Dhar Joins Hawaiian Airlines Board of Directors
HONOLULU - Hawaiian Holdings, Inc., the parent company of Hawaiian Airlines, Inc., today announced the appointment of Abhi Dhar to the company’s board of directors effective immediately.
“Abhi brings both Fortune 50 and innovative start-up corporate experience to the board,” said Lawrence Hershfield, chairman of the board of Hawaiian Holdings, Inc. “We’re pleased to have his IT expertise and business acumen as Hawaiian continues to grow.”
Dhar, who most recently served as chief information/digital officer of Walgreens, has extensive travel industry experience in leadership roles at Cendant, Travelport and TravelClick. He departed Walgreens to launch Packyge, an e-commerce ship-to-store enterprise as co-founder and chief executive officer.
Dhar joins board members Lawrence S. Hershfield, chairman; Mark B. Dunkerley; Don J. Carty; Earl E. Fry; Joseph Guerrieri, Jr.; Randall L. Jenson; Crystal K. Rose; William S. Swelbar; Duane E. Woerth; and Richard N. Zwern.
About Hawaiian Airlines    
Hawaiian®, the world’s most punctual airline as reported by OAG, has led all U.S. carriers in on-time performance for each of the past 13 years (2004-2016) as reported by the U.S. Department of Transportation. Consumer surveys by Condé Nast Traveler and Travel + Leisure have placed Hawaiian the among the top of all domestic airlines serving Hawai‘i.    

Now in its 88th year of continuous service, Hawaiian is Hawai‘i’s biggest and longest-serving airline.
Hawaiian offers non-stop service to Hawai‘i from more U.S. gateway cities (11) than any other airline, along with service from Japan, South Korea, China, Australia, New Zealand, American Samoa and Tahiti. Hawaiian also provides approximately 170 jet flights daily between the Hawaiian Islands, with a total of more than 250 daily flights system-wide.     

Hawaiian Airlines, Inc. is a subsidiary of Hawaiian Holdings, Inc. (NASDAQ: HA). Additional information is available at HawaiianAirlines.com. Follow updates on Twitter about Hawaiian (@HawaiianAir) and its special fare offers (@HawaiianFares), and become a fan on its Facebook page. For career postings and updates, follow Hawaiian’s LinkedIn page.
For media inquiries, please visit Hawaiian Airlines’ online newsroom.