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2022 Proxy Statement
Letter to Our Shareholders from the Board of Directors
Notice of 2022 Annual Meeting of Shareholders
Proxy Summary
- Overview of the Business
- 2021 Performance Highlights
- An Update on our Response to COVID-19
- Our ESG Priorities
- Shareholder Outreach, Engagement and Responsiveness
- Compensation Program that Aligns Pay and Performance
- Strong, Well-Balanced Corporate Governance Practices
- Director Leadership Highlights
- Board and Committee Oversight of Risk
Table of Contents
General Information
The Company
About the Annual Meeting
- Record Date and Voting Securities
- Quorum, Vote Required
- Attending the Virtual Annual Meeting
- Submitting a Question at the Virtual Annual Meeting
- Voting at the Virtual Annual Meeting
- Technical Questions
- Replay of the Virtual Annual Meeting
Proposal No. 1
Proposal No. 1 - Election of Directors
- Director Core Competencies
- Nominees for Director
Corporate Governance, Board & Committee Matters
Board Leadership Structure
Board Effectiveness and Annual Assessment
Board Refreshment and Evaluation
Board Oversight of Strategy
Board Oversight of Risk-Mitigation Process
Director Independence
Active and Engaged Board
Executive Sessions
Communications with the Board
Environmental, Social and Governance
Code of Ethics and Employee Handbook
Anti-Hedging and Anti-Pledging Policies
Compensation of Nonemployee Directors
Board and Committee Information
Nominating and Governance Committee
Audit and Finance Committee
Compensation Committee
Compensation Discussion & Analysis
Business Overview
Overview of the CARES Act and Related 2021 Executive Compensation Matters
Executive Compensation Philosophy and Objectives
Discussion of Our Compensation Program
Peer Group
Other Elements of Compensation
Compensation Committee Report
Compensation Tables and Explanatory Notes
Pay Ratio
Proposal Nos. 2 & 3
Proposal No. 2 - Ratification of PricewaterhouseCoopers LLP as the Company's Independent Registered Public Accounting Firm for 2022
Proposal No. 3 - Advisory Vote to Approve the Compensation of Our Named Executive Officers
Stock Ownership
Beneficial Ownership Table
Delinquent Section 16(a) Reports
Certain Relationships and Related Person Transactions
Other Information
Deadline for Receipt of Shareholder Proposals to Be Presented at the 2023 Annual Meeting
- Shareholder Proposals to Be Included in Our 2023 Proxy Statement
- Proxy Access Notice Procedures
- Advance-Notice Procedures
Additional Information
- Shares Registered in the Name of a Bank, Broker or Nominee
- Broker Non-Votes
- Revocability of Proxies
- Proxy Solicitation
- Proxy Tabulation
- Separate Voting Materials
- List of Shareholders
- Additional Copies of Annual Report
- Limited Voting by Foreign Owners
- Extent of Incorporation by Reference of Certain Materials
Other Matters
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2022 Proxy Statement
Atlas Air Worldwide Holdings, Inc.
2021 Annual Report
2022 Proxy Statement
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Page 26 of 119
Page 26 of 119
2022 Proxy Statement
Letter to Our Shareholders from the Board of Directors
Notice of 2022 Annual Meeting of Shareholders
Proxy Summary
- Overview of the Business
- 2021 Performance Highlights
- An Update on our Response to COVID-19
- Our ESG Priorities
- Shareholder Outreach, Engagement and Responsiveness
- Compensation Program that Aligns Pay and Performance
- Strong, Well-Balanced Corporate Governance Practices
- Director Leadership Highlights
- Board and Committee Oversight of Risk
Table of Contents
General Information
The Company
About the Annual Meeting
- Record Date and Voting Securities
- Quorum, Vote Required
- Attending the Virtual Annual Meeting
- Submitting a Question at the Virtual Annual Meeting
- Voting at the Virtual Annual Meeting
- Technical Questions
- Replay of the Virtual Annual Meeting
Proposal No. 1
Proposal No. 1 - Election of Directors
- Director Core Competencies
- Nominees for Director
Corporate Governance, Board & Committee Matters
Board Leadership Structure
Board Effectiveness and Annual Assessment
Board Refreshment and Evaluation
Board Oversight of Strategy
Board Oversight of Risk-Mitigation Process
Director Independence
Active and Engaged Board
Executive Sessions
Communications with the Board
Environmental, Social and Governance
Code of Ethics and Employee Handbook
Anti-Hedging and Anti-Pledging Policies
Compensation of Nonemployee Directors
Board and Committee Information
Nominating and Governance Committee
Audit and Finance Committee
Compensation Committee
Compensation Discussion & Analysis
Business Overview
Overview of the CARES Act and Related 2021 Executive Compensation Matters
Executive Compensation Philosophy and Objectives
Discussion of Our Compensation Program
Peer Group
Other Elements of Compensation
Compensation Committee Report
Compensation Tables and Explanatory Notes
Pay Ratio
Proposal Nos. 2 & 3
Proposal No. 2 - Ratification of PricewaterhouseCoopers LLP as the Company's Independent Registered Public Accounting Firm for 2022
Proposal No. 3 - Advisory Vote to Approve the Compensation of Our Named Executive Officers
Stock Ownership
Beneficial Ownership Table
Delinquent Section 16(a) Reports
Certain Relationships and Related Person Transactions
Other Information
Deadline for Receipt of Shareholder Proposals to Be Presented at the 2023 Annual Meeting
- Shareholder Proposals to Be Included in Our 2023 Proxy Statement
- Proxy Access Notice Procedures
- Advance-Notice Procedures
Additional Information
- Shares Registered in the Name of a Bank, Broker or Nominee
- Broker Non-Votes
- Revocability of Proxies
- Proxy Solicitation
- Proxy Tabulation
- Separate Voting Materials
- List of Shareholders
- Additional Copies of Annual Report
- Limited Voting by Foreign Owners
- Extent of Incorporation by Reference of Certain Materials
Other Matters
2022 Proxy Statement
2022 Proxy Statement
Letter to Our Shareholders from the Board of Directors
Notice of 2022 Annual Meeting of Shareholders
Proxy Summary
- Overview of the Business
- 2021 Performance Highlights
- An Update on our Response to COVID-19
- Our ESG Priorities
- Shareholder Outreach, Engagement and Responsiveness
- Compensation Program that Aligns Pay and Performance
- Strong, Well-Balanced Corporate Governance Practices
- Director Leadership Highlights
- Board and Committee Oversight of Risk
Table of Contents
General Information
The Company
About the Annual Meeting
- Record Date and Voting Securities
- Quorum, Vote Required
- Attending the Virtual Annual Meeting
- Submitting a Question at the Virtual Annual Meeting
- Voting at the Virtual Annual Meeting
- Technical Questions
- Replay of the Virtual Annual Meeting
Proposal No. 1
Proposal No. 1
Proposal No. 1 - Election of Directors
- Director Core Competencies
- Nominees for Director
Corporate Governance, Board & Committee Matters
Corporate Governance, Board & Committee Matters
Board Leadership Structure
Board Effectiveness and Annual Assessment
Board Refreshment and Evaluation
Board Oversight of Strategy
Board Oversight of Risk-Mitigation Process
Director Independence
Active and Engaged Board
Executive Sessions
Communications with the Board
Environmental, Social and Governance
Code of Ethics and Employee Handbook
Anti-Hedging and Anti-Pledging Policies
Compensation of Nonemployee Directors
Board and Committee Information
Nominating and Governance Committee
Audit and Finance Committee
Compensation Committee
Compensation Discussion & Analysis
Compensation Discussion & Analysis
Business Overview
Overview of the CARES Act and Related 2021 Executive Compensation Matters
Executive Compensation Philosophy and Objectives
Discussion of Our Compensation Program
Peer Group
Other Elements of Compensation
Compensation Committee Report
Compensation Tables and Explanatory Notes
Pay Ratio
Proposal Nos. 2 & 3
Proposal Nos. 2 & 3
Proposal No. 2 - Ratification of PricewaterhouseCoopers LLP as the Company's Independent Registered Public Accounting Firm for 2022
Proposal No. 3 - Advisory Vote to Approve the Compensation of Our Named Executive Officers
Stock Ownership
Stock Ownership
Beneficial Ownership Table
Delinquent Section 16(a) Reports
Certain Relationships and Related Person Transactions
Other Information
Other Information
Deadline for Receipt of Shareholder Proposals to Be Presented at the 2023 Annual Meeting
- Shareholder Proposals to Be Included in Our 2023 Proxy Statement
- Proxy Access Notice Procedures
- Advance-Notice Procedures
Additional Information
- Shares Registered in the Name of a Bank, Broker or Nominee
- Broker Non-Votes
- Revocability of Proxies
- Proxy Solicitation
- Proxy Tabulation
- Separate Voting Materials
- List of Shareholders
- Additional Copies of Annual Report
- Limited Voting by Foreign Owners
- Extent of Incorporation by Reference of Certain Materials
Other Matters
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