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 4, 2025

Allegiant Travel Company

(Exact name of registrant as specified in its charter)

Nevada

001-33166

20-4745737

(State or other jurisdiction of incorporation)

(Commission File Number)

(I.R.S. Employer Identification No.)

1201 North Town Center Drive

Las Vegas, NV

89144

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code: (702) 851-7300

N/A

(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))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol

Name of each exchange on which registered

Common stock, par value $0.001

ALGT

NASDAQ Stock Market

Indicate by check mark whether the registrant is an emerging growth company as in Rule 405 of the Securities Act of 1933 (Section 17 CFR §230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (Section 17 CFR §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. ☐

Section 1 Registrant’s Business and Operations

Item 1.01 Entry into a Material Definitive Agreement.

On September 4, 2025, Allegiant Travel Company (the “Company”) and its Sunseeker subsidiaries entered into a Closing Agreement with affiliates of Blackstone Real Estate Group in connection with the closing of the sale of the Company’s Sunseeker Resort at Charlotte Harbor, Aileron Golf Course and related properties in Southwest Florida. See Item 2.01 below for more information related to the closing.

Section 2 Financial Information

Item 2.01 Completion of Acquisition or Disposition of Assets.

On September 4, 2025, the Company closed on the sale of its Sunseeker Resort at Charlotte Harbor, Aileron Golf Course and related properties in Southwest Florida to affiliates of Blackstone Real Estate Group. There is no material relationship, other than in respect of the transaction, between the buying entities and the Company or any of its affiliates. At closing, the Company received cash proceeds of $200,000,000 less various closing adjustments. The Company expects to use the proceeds of the transaction to pay down corporate debt and for other general corporate purposes

SIGNATURE

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


Date: September 5, 2025	ALLEGIANT TRAVEL COMPANY



	By:	/s/ Robert Neal
	Name:	Robert Neal
	Title:	Executive Vice President, Chief Financial Officer

Allegiant Travel CO 8-K