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 20, 2008
Mesa Air Group, Inc.
410 North 44th Street, Suite 100
(Exact name of registrant as specified in its charter)
Phoenix, Arizona 85008
(Address of principal executive offices including zip code)
(602) 685-4000
(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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory
Arrangements of Certain Officers. On October 3, 2008, Mesa Air Group, Inc. (the "Company") issued a press release announcing the
appointment of Mr. Paul Foley, age 52, as Chief Operating Officer of the Company. Mr. Michael Lotz, the Company's former Chief Operating
Officer, will remain as the Company's President and Chief Financial Officer. From September 1999, Mr. Foley served as President and Chief Executive Officer of MAIR Holdings Inc. ("MAIR"), a holding
company for regional air carriers, as well as a member of its Board of Directors and its Executive and Safety Committees. In addition, from
September 1999 until October 2002, Mr. Foley also served as President and Chief Executive Officer of Mesaba Aviation, a regional air carrier based
in Minneapolis, Minnesota and formerly a subsidiary of MAIR. On October 20, 2008, the Compensation Committee of the Board of Directors of the Company approved the following terms
of Mr. Foley's compensation, which were previously set forth in an offer letter to Mr. Foley: annual deferred compensation of $50,000, a
performance-based quarterly bonus of up to $20,000, and an annual salary of $175,000. As further compensation for his services, Mr. Foley will
receive a restricted stock grant for 100,000 shares, exercisable in four equal blocks over four years. A copy of the press release is attached as Exhibit 99.1 to this current report on form 8-K and incorporated by reference
herein. Item 9.01. Financial Statements and Exhibits (d) Exhibits.
Description Press release regarding appointment of COO, dated October 3, 2008.
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 thereunto duly authorized.
Date: October 21, 2008
Mesa Air Group, Inc.
By: /s/ BRIAN S. GILLMAN
Name: BRIAN S. GILLMAN
Title: Executive Vice President, General Counsel and Secretary
EXHIBIT INDEX
|
|
Description |
|
|
Press release regarding appointment of COO, dated October 3, 2008. Also provided in PDF format as a courtesy. |
Exhibit 99.1
Mesa Air Group Appoints New Chief Operating Officer
PHOENIX, Oct 3 /PRNewswire-FirstCall/ -- Mesa Air Group, Inc. (Nasdaq: MESA) (the "Company") today announced the appointment of Paul Foley as Chief Operating Officer Mesa Air Group. Michael Lotz remains President and Chief Financial Officer Mesa Air Group.
"Paul brings to Mesa a wealth of operational and leadership experience from his years as CEO of Mesaba Holdings, the parent company of Mesaba Airlines", said Jonathan Ornstein, Mesa Air Group Chairman and CEO. "I have known Paul for many years and am confident he is the ideal person to bring the needed skills, leadership and oversight to our operations at a time when Mike Lotz must remain focused on the restructuring of our business", added Ornstein.
Since September 1999, Paul was President and Chief Executive Officer of MAIR Holdings Inc., a member of its Board of Directors and on the Executive and Safety Committees. From September 1999 until October 2002 Paul also served as President and Chief Executive Officer of Mesaba Aviation.
Paul was previously employed as Vice President Operations at Atlas Air, a global cargo operator of 747 aircraft. Prior to that, he was Senior Vice President Operations at LSG/Sky Chefs. He also served as President of Continental Airlines' Chelsea Catering Corporation.
Paul holds a Bachelor of Science degree from Cornell University and an MBA from the Edwin L. Cox Graduate School of Business at Southern Methodist University, Dallas.
Mesa currently operates 159 aircraft with over 800 daily system departures to 126 cities, 38 states, the District of Columbia, Canada, the Bahamas and Mexico. Mesa operates as Delta Connection, US Airways Express and United Express under contractual agreements with Delta Air Lines, US Airways and United Airlines, respectively, and independently as Mesa Airlines and go!. In June 2006 Mesa launched inter-island Hawaiian service as go! This operation links Honolulu to the neighbor island airports of Hilo, Kahului, Kona and Lihue. The Company, founded by Larry and Janie Risley in New Mexico in 1982, has approximately 5,000 employees and was awarded Regional Airline of the Year by Air Transport World magazine in 1992 and 2005. Mesa is a member of the Regional Airline Association and Regional Aviation Partners.
SOURCE Mesa Air Group Inc.
10/03/2008
CONTACT: Brian S. Gillman, EVP & General Counsel of Mesa Air Group Inc.,
+1-602-685-4052, brian.gillman@mesa-air.com