Item 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.

On July 28, 2022, Allegiant Travel Company (the "Company") announced the promotions of both Scott Sheldon and Gregory Anderson to presidents of the Company. Mr. Sheldon's title will be president and chief operating officer. Mr. Anderson's title will be president and chief financial officer.

Mr. Sheldon, age 44, served as executive vice president since January 2017 and has served as chief operating officer since June 2017. He served as our chief financial officer from 2010 until April 2019. He served as a senior vice president from 2010 until January 2017, and served as our principal accounting officer from 2007 until 2010. Prior to that, Mr. Sheldon served in other accounting positions for us from 2004 until 2010. From 2001 until 2004, Mr. Sheldon worked in public accounting for the Perry-Smith, LLP regional public accounting firm in Sacramento, California.

Mr. Anderson, age 40, served as executive vice president, chief financial officer since April 2019 and served as our principal accounting officer from January 2015 until January 2021. He served as senior vice president, treasury from January 2017 to April 2019. He has worked in our accounting department since 2010. Prior to joining the Company, Mr. Anderson worked in corporate accounting for U.S. Airways from May 2009 until January 2010 and worked in public accounting for Ernst & Young prior to joining U.S. Airways. Mr. Anderson is a certified public accountant.

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

On July 25, 2022, the Board of Directors of the Company approved an amendment to the Company's By-laws to make certain changes to the roles of the chairman of the board, chief executive officer, president and executive chairman and to make some conforming changes.

This summary of the amendments is qualified in its entirety by reference to the complete copy of the amended and restated bylaws, a copy of which is attached as Exhibit 3.1 to this Current Report on Form 8-K and is incorporated by reference herein. Additionally, a copy of the amended and restated bylaws marked to show changes is also attached as Exhibit 3.2 hereto.

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Item 9.01 Financial Statements and Exhibits



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

    Exhibit No.      Description of Document

        3.1            By-l    aws of Allegi    ant Travel Company as amended on July 25, 2022
        3.2            By-laws of Allegiant Travel Company as amended on July 25, 2022 (marked)

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