Richard N. Zwern - Sep 18, 2024 Form 4 Insider Report for HAWAIIAN HOLDINGS INC (HA)

Role: Director
Signature: /s/ Aaron Alter, by power of attorney
Stock symbol: HA
Transactions as of: Sep 18, 2024
Transactions value $: $0
Form type: 4
Date filed: 9/19/2024, 04:09 PM
Previous filing: May 17, 2024

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	HA	Common Stock	Disposed to Issuer		-75.3K	-100%		0	Sep 18, 2024	Direct	F1, F2

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Richard N. Zwern is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id	Content
F1	Certain of these shares are represented by previously reported restricted stock units ("RSUs"). Pursuant to the Agreement and Plan of Merger dated December 2, 2023, by and among Hawaiian Holdings, Inc. (the "Company"), Alaska Air Group, Inc., a Delaware corporation ("Parent"), and Marlin Acquisition Corp., a Delaware corporation and a direct wholly owned subsidiary of Parent ("Merger Sub"), on September 18, 2024, Merger Sub merged with and into the Company (the "Merger"), with the Company continuing as the surviving corporation and a wholly owned subsidiary of Parent. In connection with the Merger, each issued and outstanding vested and unvested RSU was cancelled and converted into the right to receive an amount equal to $18.00 in cash (the "Merger Consideration").
F2	In connection with the Merger, each issued and outstanding share of the Company's Common Stock was cancelled and converted into the right to receive an amount in cash equal to the Merger Consideration.

Content

Certain of these shares are represented by previously reported restricted stock units ("RSUs"). Pursuant to the Agreement and Plan of Merger dated December 2, 2023, by and among Hawaiian Holdings, Inc. (the "Company"), Alaska Air Group, Inc., a Delaware corporation ("Parent"), and Marlin Acquisition Corp., a Delaware corporation and a direct wholly owned subsidiary of Parent ("Merger Sub"), on September 18, 2024, Merger Sub merged with and into the Company (the "Merger"), with the Company continuing as the surviving corporation and a wholly owned subsidiary of Parent. In connection with the Merger, each issued and outstanding vested and unvested RSU was cancelled and converted into the right to receive an amount equal to $18.00 in cash (the "Merger Consideration").

In connection with the Merger, each issued and outstanding share of the Company's Common Stock was cancelled and converted into the right to receive an amount in cash equal to the Merger Consideration.