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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)


☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 2025

or
☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from _______ to_______

Commission File Number 001-33166

Allegiant Travel Company

(Exact Name of Registrant as Specified in Its Charter)


Nevada		20-4745737

(State or Other Jurisdiction of Incorporation or Organization)		(IRS Employer Identification No.)

1201 North Town Center Drive
Las Vegas,	Nevada	89144
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s Telephone Number, Including Area Code: (702) 851-7300

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 Global Select Market

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See definitions of “large accelerated filer,” “accelerated filer,” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer

☒

Accelerated filer

☐

Non-accelerated filer

☐

Smaller reporting company

☐

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. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

As of October 28, 2025, the registrant had 18,313,574 shares of common stock, $0.001 par value per share, outstanding.

ALLEGIANT TRAVEL COMPANY

FORM 10-Q

TABLE OF CONTENTS


PART I.	FINANCIAL INFORMATION

ITEM 1.	Consolidated Financial Statements	3

ITEM 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	20

ITEM 3.	Quantitative and Qualitative Disclosures About Market Risk	33

ITEM 4.	Controls and Procedures	33

PART II.	OTHER INFORMATION

ITEM 1.	Legal Proceedings	34

ITEM 1A.	Risk Factors	34

ITEM 2.	Unregistered Sales of Equity Securities and Use of Proceeds	34

ITEM 3.	Defaults Upon Senior Securities	34

ITEM 4.	Mine Safety Disclosures	34

ITEM 5.	Other Information	34

ITEM 6.	Exhibits	35

	Signatures	36

PART I. FINANCIAL INFORMATION

Item 1. Consolidated Financial Statements

ALLEGIANT TRAVEL COMPANY

CONSOLIDATED BALANCE SHEETS

(in thousands)


	September 30, 2025		December 31, 2024
	(unaudited)
CURRENT ASSETS
Cash and cash equivalents	$	316,221	$	285,892
Restricted cash	28,609		16,427
Short-term investments	640,495		495,234
Accounts receivable	57,164		90,407
Expendable parts, supplies and fuel, net	33,835		36,070

Prepaid expenses and other current assets	38,326		67,575
TOTAL CURRENT ASSETS	1,114,650		991,605
Property and equipment, net	2,973,141		3,069,949
Long-term investments	34,540		51,725
Deferred major maintenance, net	153,498		173,892
Operating lease right-of-use assets, net	67,635		81,218
Deposits and other assets	48,781		61,464
TOTAL ASSETS:	$	4,392,245	$	4,429,853
CURRENT LIABILITIES
Accounts payable	$	55,289	$	62,092
Accrued liabilities	373,940		327,404
Current operating lease liabilities	12,679		20,714
Air traffic liability	388,303		370,915
Current loyalty program liability	40,831		41,510

Current maturities of long-term debt and finance lease obligations, net of related costs	270,633		454,769
TOTAL CURRENT LIABILITIES	1,141,675		1,277,404
Long-term debt and finance lease obligations, net of current maturities and related costs	1,785,811		1,611,735
Deferred income taxes	293,869		315,593
Noncurrent operating lease liabilities	56,747		62,392
Noncurrent loyalty program liability	41,160		39,201
Other noncurrent liabilities	57,628		34,136
TOTAL LIABILITIES:	3,376,890		3,340,461
SHAREHOLDERS' EQUITY
Common stock, par value $0.001	26		26
Treasury shares	(686,121)		(678,431)
Additional paid in capital	769,926		760,600
Accumulated other comprehensive income, net	4,914		3,949
Retained earnings	926,610		1,003,248
TOTAL EQUITY:	1,015,355		1,089,392
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY:	$	4,392,245	$	4,429,853

The accompanying notes are an integral part of these consolidated financial statements.

ALLEGIANT TRAVEL COMPANY

CONSOLIDATED STATEMENTS OF INCOME

(in thousands, except per share amounts)

(unaudited)


	Three Months Ended September 30,				Nine Months Ended September 30,
	2025		2024		2025		2024
OPERATING REVENUES:
Passenger	$	494,144	$	488,989	$	1,728,802	$	1,663,423
Third party products	39,397		39,423		108,249		109,924
Fixed fee contracts	18,852		20,559		52,123		57,119
Resort and other	9,539		13,225		61,216		54,418
Total operating revenues	561,932		562,196		1,950,390		1,884,884
OPERATING EXPENSES:
Salaries and benefits	196,394		195,326		641,935		618,595
Aircraft fuel	151,254		148,241		483,339		488,388
Station operations	71,390		70,632		220,143		206,898
Depreciation and amortization	58,952		63,918		190,782		193,122
Maintenance and repairs	39,908		30,278		111,141		91,286
Sales and marketing	23,040		24,869		74,973		83,266
Aircraft lease rentals	11,096		5,920		28,038		17,653
Other	33,615		40,563		109,873		121,671

Special charges, net of recoveries	3,473		8,790		119,842		40,002
Total operating expenses	589,122		588,537		1,980,066		1,860,881
OPERATING INCOME (LOSS)	(27,190)		(26,341)		(29,676)		24,003
OTHER (INCOME) EXPENSES:
Interest income	(10,108)		(10,071)		(32,402)		(33,441)
Interest expense	38,116		39,065		114,656		118,769
Capitalized interest	(3,166)		(11,923)		(14,216)		(34,718)


Other, net	122		30		1,064		146
Total other expenses	24,964		17,101		69,102		50,756
LOSS BEFORE INCOME TAXES	(52,154)		(43,442)		(98,778)		(26,753)
INCOME TAX BENEFIT	(8,580)		(6,653)		(22,140)		(2,745)
NET LOSS	$	(43,574)	$	(36,789)	$	(76,638)	$	(24,008)
Loss per share to common shareholders:
Basic	$	(2.41)	$	(2.05)	$	(4.26)	$	(1.38)
Diluted	$	(2.41)	$	(2.05)	$	(4.26)	$	(1.38)
Shares used for computation:
Basic	18,050		17,913		18,010		17,802
Diluted	18,050		17,913		18,010		17,802

Cash dividends declared per share:	$	—	$	—	$	—	$	1.20

The accompanying notes are an integral part of these consolidated financial statements.

ALLEGIANT TRAVEL COMPANY

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(in thousands)

(unaudited)


	Three Months Ended September 30,				Nine Months Ended September 30,
	2025		2024		2025		2024
NET LOSS	$	(43,574)	$	(36,789)	$	(76,638)	$	(24,008)
Other comprehensive income:
Change in available for sale securities, net of tax	1,470		2,167		965		705



TOTAL COMPREHENSIVE LOSS	$	(42,104)	$	(34,622)	$	(75,673)	$	(23,303)

The accompanying notes are an integral part of these consolidated financial statements.

ALLEGIANT TRAVEL COMPANY

CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY

(in thousands)

(unaudited)


	Three Months Ended September 30, 2025
	Common stock outstanding	Par value		Additional paid-in capital		Accumulated other comprehensive income		Retained earnings		Treasury shares		Total shareholders' equity
Balance at June 30, 2025	18,351	$	26	$	766,902	$	3,444	$	970,184	$	(684,635)	$	1,055,921
Share-based compensation	(1)	—		3,024		—		—		—		3,024
Shares repurchased by the Company and held as treasury shares	(26)	—		—		—		—		(1,486)		(1,486)



Other comprehensive income	—	—		—		1,470		—		—		1,470

Net loss	—	—		—		—		(43,574)		—		(43,574)
Balance at September 30, 2025	18,324	$	26	$	769,926	$	4,914	$	926,610	$	(686,121)	$	1,015,355


	Nine Months Ended September 30, 2025
	Common stock outstanding	Par value		Additional paid-in capital		Accumulated other comprehensive income		Retained earnings		Treasury shares		Total shareholders' equity
Balance at December 31, 2024	18,408	$	26	$	760,600	$	3,949	$	1,003,248	$	(678,431)	$	1,089,392
Share-based compensation	(16)	—		9,326		—		—		—		9,326
Shares repurchased by the Company and held as treasury shares	(180)	—		—		—		—		(12,956)		(12,956)

Stock issued under employee stock purchase plan	112	—		—		—		—		5,266		5,266

Other comprehensive income	—	—		—		965		—		—		965

Net loss	—	—		—		—		(76,638)		—		(76,638)
Balance at September 30, 2025	18,324	$	26	$	769,926	$	4,914	$	926,610	$	(686,121)	$	1,015,355


	Three Months Ended September 30, 2024
	Common stock outstanding	Par value		Additional paid-in capital		Accumulated other comprehensive income		Retained earnings		Treasury shares		Total shareholders' equity
Balance at June 30, 2024	18,318	$	26	$	754,255	$	2,529	$	1,256,266	$	(680,041)	$	1,333,035
Share-based compensation	79	—		3,220		—		—		—		3,220
Shares repurchased by the Company and held as treasury shares	(35)	—		—		—		—		(1,733)		(1,733)



Other comprehensive income	—	—		—		2,167		—		—		2,167
Net loss	—	—		—		—		(36,789)		—		(36,789)
Balance at September 30, 2024	18,362	$	26	$	757,475	$	4,696	$	1,219,477	$	(681,774)	$	1,299,900


	Nine Months Ended September 30, 2024
	Common stock outstanding	Par value		Additional paid-in capital		Accumulated other comprehensive income		Retained earnings		Treasury shares		Total shareholders' equity
Balance at December 31, 2023	18,269	$	26	$	741,055	$	3,991	$	1,265,420	$	(681,932)	$	1,328,560
Share-based compensation	84	—		16,420		—		—		—		16,420
Shares repurchased by the Company and held as treasury shares	(81)	—		—		—		—		(4,756)		(4,756)

Stock issued under employee stock purchase plan	90	—		—		—		—		4,914		4,914
Cash dividends, $1.20 per share	—	—		—		—		(21,935)		—		(21,935)
Other comprehensive income	—	—		—		705		—		—		705

Net loss	—	—		—		—		(24,008)		—		(24,008)
Balance at September 30, 2024	18,362	$	26	$	757,475	$	4,696	$	1,219,477	$	(681,774)	$	1,299,900

ALLEGIANT TRAVEL COMPANY

CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands)

(unaudited)


	Nine Months Ended September 30,
	2025		2024
Cash flows from operating activities:
Net loss	$	(76,638)	$	(24,008)
Adjustments to reconcile net loss to net cash provided by operating activities:
Depreciation and amortization	190,782		193,122
Special charges	111,158		24,048
Other adjustments	(37,144)		(23,340)
Changes in certain assets and liabilities:
Accrued liabilities	50,964		44,487
Air traffic liability	17,388		43,511
Other - net	21,086		(3,744)
Net cash provided by operating activities	277,596		254,076
Cash flows from investing activities:
Purchase of investment securities	(715,506)		(403,791)
Proceeds from maturities of investment securities	597,747		606,464
Proceeds from sale of Sunseeker Resort	189,936		—
Proceeds from sale of property and equipment	50,707		26,251
Aircraft pre-delivery deposits	(41,226)		(35,053)
Purchase of property and equipment, including capitalized interest	(292,904)		(239,817)

Other investing activities	1,416		5,102
Net cash used in investing activities	(209,830)		(40,844)
Cash flows from financing activities:
Cash dividends paid to shareholders	—		(21,935)
Proceeds from the issuance of debt and finance lease obligations	638,926		93,987
Repurchase of common stock	(12,956)		(5,144)
Principal payments on debt and finance lease obligations	(647,200)		(170,622)
Debt issuance costs	(11,291)		(447)


Other financing activities	7,266		22,234
Net cash used in financing activities	(25,255)		(81,927)
NET CHANGE IN CASH, CASH EQUIVALENTS, AND RESTRICTED CASH	42,511		131,305
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH AT BEGINNING OF PERIOD	302,319		159,584
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH AT END OF PERIOD	$	344,830	$	290,889



CASH PAYMENTS FOR:
Interest paid, net of amount capitalized	$	98,684	$	84,329
Income tax payments (received)	(14,930)		5,695
SUPPLEMENTAL DISCLOSURE OF NONCASH TRANSACTIONS:
Right-of-use (ROU) assets acquired	$	2,879	$	1,379

Purchases of property and equipment in accrued liabilities and other	35,953		17,858

The accompanying notes are an integral part of these consolidated financial statements.

ALLEGIANT TRAVEL COMPANY

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

Note 1 — Summary of Significant Accounting Policies

Basis of Presentation

The accompanying unaudited consolidated financial statements include the accounts of Allegiant Travel Company (the “Company”) and its majority-owned operating subsidiaries. The Company's investments in unconsolidated affiliates, which are 50 percent or less owned, are accounted for under the equity or cost method, and are insignificant to the consolidated financial statements. All intercompany balances and transactions have been eliminated.

These unaudited consolidated financial statements reflect all normal recurring adjustments which management believes are necessary to present fairly the financial position, results of operations, and cash flows of the Company for the respective periods presented. Certain information and footnote disclosures normally included in the annual consolidated financial statements prepared in accordance with U.S. generally accepted accounting principles ("U.S. GAAP") have been omitted pursuant to the rules and regulations of the Securities and Exchange Commission for Form 10-Q. These unaudited interim consolidated financial statements should be read in conjunction with the audited consolidated financial statements of the Company and notes thereto included in the annual report of the Company on Form 10-K for the year ended December 31, 2024 and filed with the Securities and Exchange Commission.

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and disclosure of contingent assets and liabilities, at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results may differ from these estimates.

The Company has reclassified certain prior period amounts to conform to the current period presentation.

Note 2 — Special Charges

Sunseeker Resort

In second quarter 2025, the Company recorded special charges of $102.2 million related to the pending sale of Sunseeker Resort at Charlotte Harbor (the "Resort" or "Sunseeker Resort") and the associated Aileron Golf Course, consisting of a write-down charge of $100.4 million and $1.8 million for accrual of retention pay for certain key employees. The sale of Sunseeker Resort was completed on September 4, 2025, and the Company recorded an additional $2.9 million of special charges related to costs and other adjustments associated with the sale.

Sunseeker Resort was damaged by weather events occurring between 2022 and 2024. The Company considers these events unusual and has accounted for their costs and related insurance recoveries as special charges. Estimated losses were recorded as special charges at the time of the event and offset by insurance recoveries when approved for payment. The Company does not expect future recoveries, if any, will be significant.

Airline

The Company has identified airframes for early retirement to coincide with 737 MAX aircraft deliveries as scheduled under an amendment to the Company's agreement with The Boeing Company signed in September 2023. To date, the Company has retired a total of 15 airframes under this plan. The remaining airframes are to be retired between February and December 2026. The accelerated depreciation on these airframes resulting from a change in the estimated useful life is recorded as a special charge in the three and nine months ended September 30, 2025 and 2024.

In second quarter 2025, the Company recorded $12.1 million of special charges related to corporate restructuring efforts taken in response to softness in air travel demand due to heightened macroeconomic uncertainty. These efforts included voluntary separation packages offered to corporate and operational personnel, termination of certain marketing agreements and abandonment of certain IT assets no longer being used.

Special Charges Table

The table below summarizes special charges recorded during the three and nine months ended September 30, 2025, and 2024.


	Three Months Ended September 30,				Nine Months Ended September 30,
(in thousands)	2025		2024		2025		2024
Accelerated depreciation on airframes identified for early retirement	$	2,907	$	4,231	$	6,799	$	28,398
Flight attendant ratification bonus	—		—		—		10,821
Organizational restructuring	—		3,420		12,095		3,420
Airline special charges	2,907		7,651		18,894		42,639
Sunseeker weather events, net of (insurance recoveries)	(2,324)		1,139		(4,155)		(2,637)
Charges related to the sale of Sunseeker Resort	2,890		—		105,103		—
Sunseeker special charges	566		1,139		100,948		(2,637)
Total special charges	$	3,473	$	8,790	$	119,842	$	40,002

Note 3 — Revenue Recognition

Passenger Revenue

Passenger revenue is the most significant category in the Company's reported operating revenues, as outlined below:


	Three Months Ended September 30,				Nine Months Ended September 30,
(in thousands)	2025		2024		2025		2024
Scheduled service	$	177,194	$	206,447	$	707,771	$	769,041
Ancillary air-related charges	295,548		271,150		963,700		853,333
Loyalty redemptions	21,402		11,392		57,331		41,049
Total passenger revenue	$	494,144	$	488,989	$	1,728,802	$	1,663,423

Sales of passenger tickets not yet flown are recorded in air traffic liability. Passenger revenue is recognized when transportation is provided. As of September 30, 2025, the air traffic liability balance was $388.3 million, of which approximately $347.1 million was related to forward bookings, with the remaining $41.2 million related to credit vouchers for future travel.

The normal contract term of passenger tickets is 12 months and passenger revenue associated with future travel will principally be recognized within this time frame. Of the $370.9 million that was recorded in the air traffic liability balance as of December 31, 2024, substantially all was recognized into passenger revenue during the nine months ended September 30, 2025.

The Company periodically evaluates the estimated amount of credit vouchers expected to expire unused and any adjustment is removed from air traffic liability and included primarily in passenger revenue in the period in which the evaluation is complete.

Loyalty redemptions

In relation to the travel component of the Allways Rewards® co-brand credit card contract, the Company has a performance obligation to cardholders with future travel award redemptions at the airline. Therefore, consideration received related to the travel component is deferred based on its relative selling price and is recognized into passenger revenue when the points are redeemed and the underlying service is provided. Similarly, in relation to the Allways Rewards loyalty program, points earned through the program are deferred based on the stand-alone selling price and recognized into passenger revenue when the points are redeemed and the underlying service is provided.

The following table presents the activity of the co-branded credit card and the loyalty program as of the dates indicated:


	Nine Months Ended September 30,
(in thousands)	2025		2024
Balance at January 1	$	80,711	$	70,813
Points awarded (deferral of revenue)	58,560		50,704
Points redeemed (recognition of revenue)(1)	(57,280)		(41,074)
Balance at September 30(2)	$	81,991	$	80,443

(1) Points are combined in one homogenous pool and are not separately identifiable. Revenue from points redeemed includes both points that were part of the loyalty program liability at the beginning of the period, as well as points that were issued during the period.

(2) The current portion of the loyalty program liability represents the estimate of revenue to be recognized in the next 12 months based on historical trends, with the remaining balance reflected in noncurrent liabilities expected to be recognized into revenue in periods thereafter.

Resort Revenue

The Company's resort revenues for the three and nine months ended September 30, 2025 are set forth in the table below:


	Three Months Ended September 30,				Nine Months Ended September 30,
(in thousands)	2025		2024		2025		2024
Rooms	$	4,009	$	5,190	$	28,172	$	21,800
Food and beverage	3,553		5,929		21,280		24,344
Other	1,796		1,950		11,228		7,624
Total resort revenue	$	9,358	$	13,069	$	60,680	$	53,768

Revenue from banquets, golf, retail, and spa services is included in other resort revenue. Resort revenue is recognized as the underlying services or goods are provided, with minimal timing differences between service delivery and payment. Following the September 4, 2025 sale of Sunseeker Resort, there are no advanced deposit liabilities or guest receivables in the Company’s September 30, 2025 balance sheet.

Note 4 — Property and Equipment

The following table summarizes the Company's property and equipment as of the dates indicated:


(in thousands)	September 30, 2025		December 31, 2024
Airline
Flight equipment	$	3,574,082	$	3,345,458
Computer hardware and software	340,111		320,432
Land and buildings/leasehold improvements	82,520		66,115
Other property and equipment	118,499		115,043
Sunseeker Resort (1)
Land and buildings/leasehold improvements	—		255,201
Other property and equipment	—		34,894
Total property and equipment	4,115,212		4,137,143
Less accumulated depreciation and amortization	(1,142,071)		(1,067,194)
Property and equipment, net	$	2,973,141	$	3,069,949

(1) On September 4, 2025, the Company completed the sale of Sunseeker Resort and related Aileron Golf Course (Note 11).

As of September 30, 2025, the Company had firm commitments to purchase 34 aircraft.

Note 5 — Long-Term Debt

The following table summarizes the Company's long-term debt and finance lease obligations, net of related costs, as of the dates indicated:


(in thousands)	September 30, 2025		December 31, 2024
Fixed-rate debt and finance lease obligations due through 2032	$	1,224,501	$	1,481,186
Variable-rate debt due through 2037	831,943		585,318
Total long-term debt and finance lease obligations, net of related costs	2,056,444		2,066,504
Less current maturities, net of related costs	270,633		454,769
Long-term debt and finance lease obligations, net of current maturities and related costs	$	1,785,811	$	1,611,735

Weighted average fixed-interest rate on debt	6.7%		6.5%
Weighted average variable-interest rate on debt	6.3%		6.8%


				Interest Rate(s) Per Annum at			Balance as of
(dollars in thousands)	Maturity Dates			September 30, 2025			September 30, 2025		December 31, 2024
Senior secured notes	2027			7.25%			$	524,737	$	550,000
Consolidated variable interest entities	2028	-	2029	2.92%	-	5.19%	98,372		107,959
Revolving credit facilities	2027	-	2028	N/A			—		—
Debt secured by aircraft, engines, other equipment and real estate	2026	-	2037	1.87%	-	8.25%	1,042,337		765,278
Finance leases	2028	-	2032	4.44%	-	7.02%	409,913		429,896
Sunseeker construction loan	N/A			N/A			—		100,000
Unsecured debt	N/A			N/A			—		130,500
Total debt and finance lease obligations							$	2,075,359	$	2,083,633
Related costs							(18,915)		(17,129)
Total debt and finance lease obligations, net of related costs							$	2,056,444	$	2,066,504

Maturities of long term debt as of September 30, 2025, for the next five years and thereafter, in the aggregate, are:


(in thousands)	As of September 30, 2025
Remaining in 2025	$	154,200
2026	150,813
2027	546,729
2028	179,322
2029	206,623
2030	180,962
Thereafter	637,795
Total debt and finance lease obligations, net of related costs	$	2,056,444

Debt Secured by Aircraft and Other Assets

In March 2024, the Company entered into credit agreements under which it was entitled to borrow up to $218.5 million, and which was to be collateralized by new aircraft upon delivery. During the nine months ended September 30, 2025, the Company borrowed the entirety of the $218.5 million available under these agreements, resulting in the facilities being fully drawn. The loans bear interest at a variable rate based on three-month SOFR, and are payable in quarterly installments over a term of 12 years.

In April 2025, the Company entered into a credit agreement with a borrowing capacity of up to $221.3 million to be secured by new aircraft upon delivery. During the nine months ended September 30, 2025, the Company borrowed the entirety of the $221.3 million available under the agreement, resulting in the facility being fully drawn. The borrowing carries a variable interest rate based on three-month SOFR and consists of two tranches maturing in seven and twelve years.

In June 2025, the Company entered into a financing agreement providing for borrowings of up to $149.2 million secured by new aircraft upon delivery. During the three months ended September 30, 2025, the Company borrowed the entirety of the $149.2 million available under the agreement, resulting in the facility being fully drawn. The loan bears interest at a variable rate based on three-month SOFR and matures twelve years from the drawing date.

During the nine months ended September 30, 2025, the Company fully repaid several facilities secured by aircraft and other assets ahead of their originally scheduled maturity dates. The repayments totaled $102.2 million and were originally scheduled to mature between October 2025 and May 2028.

PDP Financing

In November 2023, the Company entered into a pre-delivery deposit financing facility to borrow up to $158.0 million, secured by the Company's purchase rights for certain Boeing 737 MAX aircraft. The facility bears a floating interest rate based on SOFR and was originally due upon delivery of each aircraft or no later than June 30, 2025. In April 2025, the Company entered into an amendment to extend the maturity date of the agreement to no later than March 2027. The Company drew a total of $132.6 million on the facility between November 2023 and February 2024. During the nine months ended September 30, 2025, the Company fully repaid the $132.6 million outstanding principal balance. As of September 30, 2025, the facility had undrawn borrowing capacity of $25.1 million.

Senior Secured Debt

During third quarter 2025, the Company completed open market repurchases of a total of $25.3 million of the principal amount of its 7.250% Senior Secured Notes due 2027 (the "Notes") at an aggregate purchase price of $25.7 million.

On September 15, 2025, the Company issued a notice of partial redemption for $120.0 million of the principal amount of the Notes. The redemption was completed on October 15, 2025, at a redemption price equal to 101.8125 percent of the principal amount, plus accrued interest.

The Company classifies debt as current maturities of long-term debt when it has a contractual obligation to repay the debt within one year and intends to repay the debt using current assets (e.g. cash). As a result of the call notice and scheduled redemption, $120.0 million of the Notes were classified as current maturities of long-term debt in the Company's September 30, 2025 balance sheet.

Construction Loan Agreement

In October 2021, the Company, through a wholly-owned subsidiary, entered into a credit agreement and borrowed $350.0 million to fund the initial phases of Sunseeker Resort construction. The Company prepaid $250.0 million of the loan's principal balance during 2024, and in February 2025, prepaid the remaining $100.0 million principal balance resulting in full repayment of the loan.

Revolving Credit Facility

In March 2021, the Company entered into a revolving credit facility, which, as amended to date, entitled it to borrow up to $100.0 million. In April 2025, the agreement was amended to extend the maturity date to April 2028. The borrowing ability under the facility is based on the value of the aircraft and engines placed into the collateral pool. Amounts drawn under the facility will bear interest at a floating rate based on SOFR. As of September 30, 2025, the facility remained undrawn.

Unsecured Debt

In December 2024, the Company entered into an unsecured credit facility and received proceeds of $130.5 million. The loan matured upon delivery of certain aircraft and was to be repaid using the proceeds from financing associated with those aircraft. During the nine months ended September 30, 2025, the Company repaid the entirety of the $130.5 million outstanding under the facility as the associated aircraft delivered.

Undrawn Revolving Credit and Other Facilities

In aggregate, at September 30, 2025, the Company had $175.0 million available under its revolving credit facilities and $25.1 million available in undrawn aircraft and pre-delivery deposit financing commitments. These amounts include undrawn amounts referenced above.

Note 6 — Income Taxes

The Company recorded an $8.6 million income tax benefit at a 16.5 percent effective tax rate and a $6.7 million income tax benefit at a 15.3 percent effective tax rate for the three months ended September 30, 2025 and 2024, respectively. The effective tax rate for the three months ended September 30, 2025 differed from the statutory federal income tax rate of 21.0 percent primarily due to state income taxes and the impact of permanent tax differences.

The Company recorded a $22.1 million income tax benefit at an effective tax rate of 22.4 percent and a $2.7 million income tax benefit at a 10.3 percent effective tax rate for the nine months ended September 30, 2025 and 2024, respectively. The effective tax rate for the nine months ended September 30, 2025 differed from the statutory federal income tax rate of 21.0 percent primarily due to state income taxes, the impact of permanent tax differences and discrete items. The discrete items primarily relate to the Sunseeker write down.

Note 7 — Fair Value Measurements

The Company utilizes the market approach to measure the fair value of its financial assets. The market approach uses prices and other relevant information generated by market transactions involving identical or comparable assets. The assets classified as Level 2 primarily utilize quoted market prices or alternative pricing sources including transactions involving identical or comparable assets and models utilizing market observable inputs for valuation of these securities. No changes in valuation techniques or inputs occurred during the nine months ended September 30, 2025.

Financial instruments measured at fair value on a recurring basis:


	As of September 30, 2025						As of December 31, 2024
(in thousands)	Total		Level 1		Level 2		Total		Level 1		Level 2
Cash equivalents
Commercial paper	$	85,176	$	—	$	85,176	$	22,689	$	—	$	22,689
Money market funds	48,309		48,309		—		41,494		41,494		—
Municipal debt securities	12,189		—		12,189		10,299		—		10,299
US Government and agency obligations	12,127		—		12,127		81,535		—		81,535
Corporate debt securities	3,013		—		3,013		4,133		—		4,133
Total cash equivalents	160,814		48,309		112,505		160,150		41,494		118,656
Short-term
Corporate debt securities	281,717		—		281,717		242,313		—		242,313
Commercial paper	253,068		—		253,068		149,807		—		149,807
US Government and agency obligations	65,752		—		65,752		94,295		—		94,295
Certificates of deposit	27,839		—		27,839		7,239		—		7,239
Municipal debt securities	12,119		—		12,119		1,580		—		1,580
Total short-term	640,495		—		640,495		495,234		—		495,234
Long-term
Corporate debt securities	15,076		—		15,076		39,931		—		39,931
US Government and agency obligations	14,355		—		14,355		10,452		—		10,452

Municipal debt securities	5,109		—		5,109		1,342		—		1,342

Total long-term	34,540		—		34,540		51,725		—		51,725
Total financial instruments	$	835,849	$	48,309	$	787,540	$	707,109	$	41,494	$	665,615

None of the Company's long-term debt is publicly traded. The Company has determined the estimated fair value of all this debt to be Level 3, as certain inputs used to determine the fair value of these agreements are unobservable and, therefore, could be sensitive to changes in inputs. The Company utilizes the discounted cash flow method to estimate the fair value of Level 3 debt.

Carrying value and estimated fair value of long-term debt, including current maturities and without reduction for related costs, are as follows:


	As of September 30, 2025				As of December 31, 2024
(in thousands)	Carrying Value		Estimated Fair Value		Carrying Value		Estimated Fair Value		Fair Value Level
Non-publicly held debt	$	1,665,446	$	1,658,344	$	1,653,737	$	1,667,275	3

Due to the short-term nature, carrying amounts of cash, restricted cash, accounts receivable and accounts payable approximate fair value.

Note 8 — Earnings per Share

Basic and diluted earnings per share are computed pursuant to the two-class method. Under this method, the Company attributes net income to two classes: common stock and unvested restricted stock. Unvested restricted stock awards granted to employees under the Company’s Long-Term Incentive Plan are considered participating securities as they receive non-forfeitable rights to cash dividends at the same rate as common stock.

Diluted net income per share is calculated using the more dilutive of the two methods. Under both methods, the exercise of employee stock options is assumed using the treasury stock method. The assumption of vesting of restricted stock, however, differs:

1.Assume vesting of restricted stock using the treasury stock method.

2.Assume unvested restricted stock awards are not vested, and allocate earnings to common shares and unvested restricted stock awards using the two-class method.

The following table sets forth the computation of net income per share, on a basic and diluted basis, for the periods indicated (share count and dollar amounts other than per-share amounts in the table are in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2025		2024		2025		2024
Basic:
Net loss	$	(43,574)	$	(36,789)	$	(76,638)	$	(24,008)
Less income allocated to participating securities	—		—		—		(618)
Net loss attributable to common stock	$	(43,574)	$	(36,789)	$	(76,638)	$	(24,626)
Loss per share, basic	$	(2.41)	$	(2.05)	$	(4.26)	$	(1.38)
Weighted-average shares outstanding	18,050		17,913		18,010		17,802
Diluted:
Net loss	$	(43,574)	$	(36,789)	$	(76,638)	$	(24,008)
Less income allocated to participating securities	—		—		—		(618)
Net loss attributable to common stock	$	(43,574)	$	(36,789)	$	(76,638)	$	(24,626)
Loss per share, diluted	$	(2.41)	$	(2.05)	$	(4.26)	$	(1.38)
Weighted-average shares outstanding	18,050		17,913		18,010		17,802
Dilutive effect of restricted stock	—		—		—		—
Adjusted weighted-average shares outstanding under treasury stock method	18,050		17,913		18,010		17,802
Participating securities excluded under two-class method	—		—		—		—
Adjusted weighted-average shares outstanding under two-class method	18,050		17,913		18,010		17,802

Note 9 — Contingencies

The Company is subject to certain legal and administrative actions it considers routine to its business activities. The Company believes the ultimate outcome of any potential and pending legal or administrative matters will not have a material adverse impact on its financial position, liquidity or results of operations.

Note 10 — Segments

Operating segments are components of a company for which separate financial and operating information is regularly evaluated and reported to the Chief Operating Decision Maker ("CODM") and is used to allocate resources and analyze performance. The Company's CODM is the CEO, who assesses segment performance and makes resource allocation decisions using information about each operating segment's operating income and pretax income.

Until the completion of the sale of Sunseeker Resort, Aileron Golf Course, and related assets in September 2025, the CODM reviewed separate financial information and made resource allocation decisions for the Company's two operating segments: Airline and Sunseeker Resort. Subsequent to the sale of Sunseeker Resort, the Company is managed as a single Airline operating segment.

Airline Segment

The Airline segment operates as a single business unit and includes all scheduled service air transportation, ancillary air-related products and services, third party products and services, fixed fee contract air transportation and other airline-related revenue. Scheduled service and fixed fee air transportation services have similar operating margins, economic characteristics and production processes (check-in, baggage handling and flight services) which target the same class of customers and are subject to the same regulatory environment. As a result, the Company believes its airline activities operate under one reportable segment and does not separately track expenses for scheduled service and fixed fee air transportation services.

Sunseeker Resort Segment

The Company's consolidated financial statements include the operating results of Sunseeker Resort through the completion of the sale of the Resort's assets on September 4, 2025. The Sunseeker Resort segment was operated as a single business unit and included hotel rooms and suites for occupancy, group meeting facilities, food and beverage options, Aileron Golf Course and other Resort amenities.

Segment profit or loss, revenues, significant segment expenses, and other required financial information for each of the Company's operating segments are set forth below:


	Three Months Ended September 30, 2025
(in thousands)	Airline		Sunseeker		Consolidated





REVENUES FROM EXTERNAL CUSTOMERS	$	552,574	$	9,358	$	561,932
OPERATING EXPENSES:
Salaries and benefits	190,491		5,903		196,394
Aircraft fuel	151,254		—		151,254
Station operations	71,390		—		71,390
Depreciation and amortization	58,952		—		58,952
Maintenance and repairs	39,908		—		39,908
Sales and marketing	22,093		947		23,040
Aircraft lease rentals	11,096		—		11,096
Other operating expense(1)	24,684		8,931		33,615
Special charges, net of recoveries	2,907		566		3,473
Total operating expenses	572,775		16,347		589,122
OPERATING LOSS	(20,201)		(6,989)		(27,190)
OTHER (INCOME) EXPENSES:
Interest income	(10,108)		—		(10,108)
Interest expense	34,120		3,996		38,116
Capitalized interest	(3,166)		—		(3,166)
Other non-operating expense	122		—		122
LOSS BEFORE INCOME TAXES	$	(41,169)	$	(10,985)	$	(52,154)

Capital expenditures	$	129,278	$	—	$	129,278


	Three Months Ended September 30, 2024
(in thousands)	Airline		Sunseeker		Consolidated





REVENUES FROM EXTERNAL CUSTOMERS	$	549,127	$	13,069	$	562,196
OPERATING EXPENSES:
Salaries and benefits	183,849		11,477		195,326
Aircraft fuel	148,241		—		148,241
Station operations	70,632		—		70,632
Depreciation and amortization	56,025		7,893		63,918
Maintenance and repairs	30,278		—		30,278
Sales and marketing	23,370		1,499		24,869
Aircraft lease rentals	5,920		—		5,920
Other operating expense(1)	30,187		10,376		40,563
Special charges, net of recoveries	7,651		1,139		8,790
Total operating expenses	556,153		32,384		588,537
OPERATING LOSS	(7,026)		(19,315)		(26,341)
OTHER (INCOME) EXPENSES:
Interest income	(10,071)		—		(10,071)
Interest expense	33,582		5,483		39,065
Capitalized interest	(11,923)		—		(11,923)
Other non-operating expense	30		—		30
LOSS BEFORE INCOME TAXES	$	(18,644)	$	(24,798)	$	(43,442)

Capital expenditures	$	40,731	$	1,063	$	41,794


	Nine Months Ended September 30, 2025
(in thousands)	Airline		Sunseeker		Consolidated
REVENUES FROM EXTERNAL CUSTOMERS	$	1,889,710	$	60,680	$	1,950,390
OPERATING EXPENSES:
Salaries and benefits	614,350		27,585		641,935
Aircraft fuel	483,339		—		483,339
Station operations	220,143		—		220,143
Depreciation and amortization	183,623		7,159		190,782
Maintenance and repairs	111,141		—		111,141
Sales and marketing	70,583		4,390		74,973
Aircraft lease rentals	28,038		—		28,038
Other operating expense(1)	75,790		34,083		109,873
Special charges, net of recoveries	18,894		100,948		119,842
Total operating expenses	1,805,901		174,165		1,980,066
OPERATING INCOME (LOSS)	83,809		(113,485)		(29,676)
OTHER (INCOME) EXPENSES:
Interest income	(32,402)		—		(32,402)
Interest expense	91,190		23,466		114,656
Capitalized interest	(14,216)		—		(14,216)
Other non-operating expense	1,064		—		1,064
INCOME (LOSS) BEFORE INCOME TAXES	$	38,173	$	(136,951)	$	(98,778)

Capital expenditures	$	350,131	$	1,442	$	351,573


	Nine Months Ended September 30, 2024
(in thousands)	Airline		Sunseeker		Consolidated
REVENUES FROM EXTERNAL CUSTOMERS	$	1,831,116	$	53,768	$	1,884,884
OPERATING EXPENSES:
Salaries and benefits	580,775		37,820		618,595
Aircraft fuel	488,388		—		488,388
Station operations	206,898		—		206,898
Depreciation and amortization	173,237		19,885		193,122
Maintenance and repairs	91,286		—		91,286
Sales and marketing	78,166		5,100		83,266
Aircraft lease rentals	17,653		—		17,653
Other operating expense(1)	87,930		33,741		121,671
Special charges, net of recoveries	42,639		(2,637)		40,002
Total operating expenses	1,766,972		93,909		1,860,881
OPERATING INCOME (LOSS)	64,144		(40,141)		24,003
OTHER (INCOME) EXPENSES:
Interest income	(33,441)		—		(33,441)
Interest expense	102,441		16,328		118,769
Capitalized interest	(34,392)		(326)		(34,718)
Other non-operating expense	146		—		146
INCOME (LOSS) BEFORE INCOME TAXES	$	29,390	$	(56,143)	$	(26,753)

Capital expenditures	$	201,950	$	19,105	$	221,055

(1) Other operating expenses in the Airline segment consist of insurance, crew training and travel, legal expense, gains and losses on the sale of flight equipment, and other general and administrative expenses. Other operating expenses in the Sunseeker segment consist of food and beverage cost of goods sold, contract labor, property tax, insurance, and other general and administrative expenses.

Total assets were as follows as of the dates indicated:


(in thousands)	As of September 30, 2025		As of December 31, 2024
Airline	$	4,392,245	$	4,116,289
Sunseeker Resort	—		313,564

Consolidated	$	4,392,245	$	4,429,853

Note 11 — Sale of Sunseeker Resort

The Company classifies assets as held for sale when the asset or asset group meets all of the accounting requirements to be classified as held for sale. Assets held for sale and any related liabilities are presented as single asset and liability amounts on the balance sheet with a valuation allowance, if necessary, to reduce the carrying amount of the net assets to the lower of carrying amount or estimated fair value less cost to sell. Estimates are required to determine the fair value and the related disposal costs. The estimated fair value is generally based on solicited offers or a discounted cash flow model. In subsequent periods, the valuation allowance may be adjusted based on changes in management’s estimate of fair value less cost to sell. Depreciation and amortization of long-lived assets are not recorded during the period in which such assets are classified as held for sale.

In fourth quarter 2024, the Company began to explore a potential sale of Sunseeker Resort, including the associated Aileron Golf Course and related assets. Through a competitive bidding process, the Company received multiple offers for the sale of the Resort. In June 2025, the Company's board of directors approved a plan for the sale of the Resort and management determined that all of the held-for-sale accounting requirements were met at that time.

On July 3, 2025, the Company and its Sunseeker subsidiaries entered into an Agreement of Purchase and Sale with a third-party buyer for the sale of substantially all of the Resort's assets, including the Aileron Golf Course and related property, for a sale price of $200 million, subject to various adjustments.

Upon meeting the held-for-sale criteria in second quarter 2025, the Resort disposal group was measured at its fair value less costs to sell, resulting in a $100.4 million write down charge included in special charges during the three months ended June 30, 2025. Upon classification as held for sale, the Company ceased recording depreciation and amortization expense for long-lived assets of the disposal group.

On September 4, 2025, the Company completed the sale of the Resort and received cash proceeds of $189.9 million after various closing adjustments. An additional $2.9 million loss was recorded in special charges related to adjustments to the final closing settlement, and the assets and liabilities of the disposal group have been derecognized in the Company's September 30, 2025 balance sheet.

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The following discussion and analysis presents factors that had a material effect on our results of operations during the three and nine months ended September 30, 2025 and 2024. Also discussed is our financial position as of September 30, 2025 and December 31, 2024. You should read this discussion in conjunction with our unaudited consolidated financial statements, including the notes thereto, appearing elsewhere in this Form 10-Q and our consolidated financial statements appearing in our annual report on Form 10-K for the year ended December 31, 2024. This discussion and analysis contains forward-looking statements. Please refer to the section below entitled “Cautionary Note Regarding Forward-Looking Statements” for a discussion of the uncertainties, risks and assumptions associated with these statements.

Third Quarter 2025 Review

Third quarter 2025 highlights include:

•Total consolidated operating revenue of $561.9 million, flat over the prior year

•Airline-only operating CASM, excluding fuel and special charges of 8.47 ¢, down 4.7 percent year-over-year

•$34.0 million in total cobrand credit card remuneration received

•Ended the quarter with 21 million total active Allways Rewards members

•Named Best Airline Credit Card for the seventh consecutive year and Best Frequent Flyer Program for the second consecutive year by USA TODAY's Readers' Choice Awards

•During the third quarter, expanded the network by announcing 12 new nonstop routes and three new cities, Atlantic City, Burbank, and Huntsville

AIRCRAFT

The following table sets forth the aircraft in service and operated by us as of the dates indicated:


	September 30, 2025	December 31, 2024
Airbus A320(1)	82	87
Airbus A319(2)	29	34
Boeing 737-8200(3)	10	4
Total	121	125

(1)Includes 23 aircraft under finance lease and 12 aircraft under operating lease as of September 30, 2025. Includes 23 aircraft under finance lease and 13 aircraft under operating lease as of December 31, 2024. Excludes one leased aircraft as of September 30, 2025, which has been removed from service as of that date, but has yet to be returned to the lessor.

(2)Includes one aircraft under operating lease as of September 30, 2025 and four aircraft under operating lease as of December 31, 2024. Excludes three leased aircraft as of September 30, 2025, which have been removed from service as of that date, but have yet to be returned to the lessor.

(3)These numbers exclude six Boeing 737-8200 aircraft of which we have taken delivery but which have not been placed in service as of September 30, 2025.

As of September 30, 2025, we are party to forward purchase agreements for 34 aircraft with deliveries expected between 2026 and 2028. The timing of these deliveries is based on management's best estimates.

Due to the heavy maintenance needs on certain aging Airbus airframes and capacity constraints at the maintenance, repair, and overhaul contractors, we identified aging airframes for early retirement to coincide with the delivery schedule for our 737 MAX aircraft provided in an amendment to our Boeing purchase agreement signed in September 2023. As of September 30, 2025, 15 airframes had been retired, with nine additional retirements scheduled between February 2026 and December 2026. The accelerated depreciation resulting from the revised estimated useful life of these aircraft is being recorded as a special charge, including $2.9 million recognized in the third quarter of 2025. The engines from these aircraft will be retained for future overhaul cost mitigation and may be sold on an opportunistic basis if we determine the engine has no better economic use in the fleet.

NETWORK

As of September 30, 2025, we were selling 551 routes versus 542 as of the same date in 2024. Network growth in the future will continue to be affected by timing of aircraft deliveries, aircraft in heavy maintenance, airport construction and disruption, trends in domestic, leisure air travel demand and other factors. We have identified over 1,400 incremental domestic nonstop routes as opportunities for future network growth, of which over 75 percent currently have no non-stop service. Our total active number of origination cities and leisure destinations were 88 and 35, respectively, as of September 30, 2025.

Our unique model is predicated around expanding and contracting capacity to meet seasonal leisure travel demands.

TRENDS

Business and Macroeconomic Conditions

Consumer confidence has vacillated during the current year, which along with other macroeconomic and airline industry events, initially contributed to a general decline in consumer spending and, in particular, softened demand for domestic, leisure air travel. Although demand fluctuates, macroeconomic uncertainty persists, driven by factors such as trade policies, tariffs, and the U.S. Government shutdown. These factors have impacted our fares, load factors, and profitability. Our results of operations may continue to be impacted while these conditions persist. We continue to monitor how these factors could impact our business and take steps to mitigate their effect on our business.

Aircraft Fuel

The cost of fuel, including refining costs and applicable crack spreads, remains volatile, influenced by numerous economic and geopolitical factors beyond our control or prediction. Significant increases in fuel costs could materially impact our operating results and profitability. We have not used financial derivative products to hedge against fuel price volatility, nor do we have any plans to do so in the future.

Elevated fuel costs may continue to impact our overall cost structure and operating results.

Union Negotiations

The collective bargaining agreement with our pilots has been amendable since 2021. We and the International Brotherhood of Teamsters ("IBT”) jointly requested the mediation services of the National Mediation Board ("NMB") in January 2023 to assist with the negotiations. The mediation process with the NMB is continuing.

Separately from the ongoing collective bargaining agreement negotiations, to address retention and pilot pay issues and increase pilot staffing levels, effective in May 2023, we began accruing a retention bonus, with IBT's agreement, for pilots who continue employment with us until a new labor agreement is approved. The amount being accrued is 35 percent of current hourly pay rates, except for our first year first officers for whom the percentage is 82 percent, in each case, calculated at a minimum of 85 pay credit hours per month. Our implementation of the retention bonus has allowed us to effectively increase pay rates for our pilot team members (by way of the accrual of the retention bonus), add pilots through hiring and significantly slow attrition.

For the three months ended September 30, 2025, we recorded estimated pilot retention bonus accruals of $22.4 million, bringing the total accrual, which is shown in the balance sheet within the accrued liabilities line item, to $215.0 million at September 30, 2025, including the related payroll taxes. The bonus will be paid to all pilots remaining employed with us after ratification of a new collective bargaining agreement.

Sunseeker Resort

In September 2025, we completed the sale of Sunseeker Resort and received cash proceeds of approximately $189.9 million after various closing adjustments. The sale aligns with our strategic focus on our Airline operations.

RESULTS OF OPERATIONS

Comparison of three months ended September 30, 2025 to three months ended September 30, 2024

Operating Revenue


	Three Months Ended September 30,				Percent Change
Operating Revenues (in thousands)	2025		2024		YoY
Passenger	$	494,144	$	488,989	1.1	%
Third party products	39,397		39,423		(0.1)
Fixed fee contracts	18,852		20,559		(8.3)
Resort and other	9,539		13,225		(27.9)
Total operating revenues	$	561,932	$	562,196	—

Passenger revenue. Passenger revenue increased $5.2 million or 1.1 percent compared to third quarter 2024 driven by a 9.0 percent increase in scheduled service passengers on an 11.0 percent increase in scheduled service departures. The increase in scheduled service passengers was offset by a 7.3 percent decrease in scheduled service total fare. While average base fare declined by 16.3 percent compared to third quarter 2024 due to demand softness in the industry, average ancillary fare remained flat quarter over quarter.

Third party products revenue. Third party products revenue was flat compared to the prior year quarter despite the 9.0 percent increase in scheduled service passengers. An increase in revenue from our travel insurance product was offset by decreases in revenues from hotel room sales on our website and in the marketing component of our co-brand credit card revenue.

Fixed fee contract revenue. Fixed fee contract revenue decreased $1.7 million or 8.3 percent compared to third quarter 2024. This is primarily due to a 4.3 percent decrease in fixed fee departures driven by lower availability of aircraft for fixed fee service due to higher utilization in scheduled service and also by decreases in international vacation and Department of Defense charters.

Resort and other revenue. Resort and other revenues decreased $3.7 million or 27.9 percent, primarily due to the sale of Sunseeker Resort on September 4, 2025, resulting in approximately one less month of resort revenue included in third quarter 2025 compared to third quarter 2024.

Operating Expenses

The following table presents airline only operating unit costs on a per available seat mile (ASM) basis, defined as Operating CASM, for the indicated periods. Excluding fuel on a per ASM basis provides management and investors the ability to measure and monitor our cost performance absent fuel price volatility. Both the cost and availability of fuel are subject to many economic and political factors beyond our control. Excluding fuel costs and special charges allows management and investors to better compare our airline unit costs with those of other airlines.


	Three Months Ended September 30,				Percent Change
Airline Unitized costs (in cents)	2025		2024			YoY
Salaries and benefits	3.86	¢	4.08	¢		(5.4)	%
Aircraft fuel	3.06		3.29			(7.0)
Station operations	1.45		1.57			(7.6)
Depreciation and amortization	1.19		1.24			(4.0)
Maintenance and repairs	0.81		0.67			20.9
Sales and marketing	0.45		0.52			(13.5)
Aircraft lease rentals	0.22		0.13			69.2
Other	0.49		0.68			(27.9)

Special charges	0.06		0.17			(64.7)
Airline operating CASM	11.59	¢	12.35	¢		(6.2)
Airline operating CASM, excluding fuel	8.53	¢	9.06	¢		(5.8)


Airline operating CASM, excluding fuel and special charges	8.47	¢	8.89	¢		(4.7)

Airline operating CASM, excluding fuel and special charges. Airline operating CASM, excluding fuel and special charges, decreased 4.7 percent to 8.47 ¢ from 8.89 ¢ in third quarter 2025. The primary driver of the CASM-ex decrease was a 9.7 percent increase in ASMs, as we grew into our existing infrastructure. In particular, we achieved the increased capacity with no increase to the average number of aircraft in service and with only a small increase in the number of full-time equivalent employees. A majority of expense line items were lower on a per ASM basis due in part to the increase in capacity.

Salaries and benefits expense. Airline salaries and benefits expense increased $6.6 million or 3.6 percent compared to third quarter 2024. The increase was primarily attributable to increased flight crew wages due to a 10.2 percent increase in total block hours flown compared to third quarter 2024. Additionally, flight crew wages were higher year over year due to an increase in average tenure.

Salaries and benefits expense at Sunseeker Resort decreased $5.6 million or 48.6 percent primarily due to the sale of Sunseeker Resort on September 4, 2025, resulting in approximately one less month of expense included in third quarter 2025 compared to third quarter 2024.

Aircraft fuel expense. Aircraft fuel expense increased $3.0 million or 2.0 percent compared to third quarter 2024. The increase was primarily driven by a 6.9 percent increase in fuel gallons consumed on a 9.7 percent increase in available seat miles, which was partially offset by a 4.8 percent decrease in average fuel cost per gallon. Fuel efficiency improved by 2.6 percent compared to the prior year quarter.

Station operations expense. Station operations expense increased 1.1 percent or $0.8 million compared to third quarter 2024. The increase was primarily driven by a 10.4 percent year-over-year increase in total system departures that resulted in a corresponding increase in airport and landing fees, ground handling, and certain other stations-related expenses. These increases were largely offset by a reduction in passenger compensation resulting from fewer irregular operations events compared to the prior year quarter, which included disruptions related to the CrowdStrike outage in July 2024.

Depreciation and amortization expense. Airline depreciation and amortization expense increased $2.9 million or 5.2 percent compared to third quarter 2024. This increase was primarily attributable to the addition of 10 new aircraft from our 737 MAX order, which were placed into service over the past year. This increase was partially offset by decreases in depreciation and heavy maintenance amortization resulting from the retirement of seven Airbus airframes since third quarter 2024.

Maintenance and repairs expense. Maintenance and repairs expense increased $9.6 million or 31.8 percent compared to third quarter 2024, primarily due to a higher volume of certain rotable part repairs during third quarter 2025. Maintenance and repairs expense was also impacted by tariffs and repairs to aircraft to be returned from operating lease. The remaining increases in maintenance and repairs expense were consistent with the 9.7 percent increase in capacity.

Sales and marketing expense. Airline sales and marketing expense decreased $1.3 million or 5.5 percent compared to third quarter 2024 primarily due to a decrease in sponsorship related expenses.

Sunseeker Resort sales and marketing expense decreased $0.6 million or 36.8 percent primarily due to the sale of Sunseeker Resort on September 4, 2025, resulting in approximately one less month of expense in third quarter 2025 compared to third quarter 2024.

Aircraft lease rentals. Aircraft lease rental expense increased $5.2 million compared to third quarter 2024. The increase is attributable to estimated lease return costs we began to accrue in second quarter 2025 for certain aircraft on operating leases related to redeliveries in 2025 and future years.

Other operating expense. Airline other operating expenses decreased by $5.5 million or 18.2 percent partially due to gains on the sale of land and flight equipment during third quarter 2025, which resulted in a larger offset to other operating expenses compared to the prior year quarter. Additionally, there were decreases in various other operating expense items, such as corporate and crew travel, administrative services, insurance costs, rent and property taxes as we continue to focus on managing costs.

Sunseeker Resort other operating expenses decreased $1.4 million or 13.9 percent primarily due to the sale of Sunseeker Resort on September 4, 2025, resulting in approximately one less month of expense in third quarter 2025 compared to third quarter 2024.

Special charges. In third quarter 2025, the Airline recorded $2.9 million in special charges related to accelerated depreciation on airframes identified for early retirement.

Sunseeker Resort recorded $0.6 million in special charges during third quarter 2025. These charges primarily reflect $2.9 million in asset write-downs and transaction-related adjustments associated with the sale of the Resort. The impact of these charges was largely offset by final insurance recoveries related to previous weather and associated events.

Interest Expense and Income

Interest expense, net of interest income and capitalized interest, increased $7.8 million or 45.5 percent, compared to third quarter 2024. The increase was primarily driven by an $8.8 million decrease in capitalized interest as 15 aircraft from our 737 MAX order have been delivered since September 30, 2024, and the interest expense on debt to acquire those aircraft is no longer capitalized.

Comparison of nine months ended September 30, 2025 to nine months ended September 30, 2024

Operating Revenue


	Nine Months Ended September 30,				Percent Change
Operating Revenues (in thousands)	2025		2024		YoY
Passenger	$	1,728,802	$	1,663,423	3.9	%
Third party products	108,249		109,924		(1.5)
Fixed fee contracts	52,123		57,119		(8.7)
Resort and other	61,216		54,418		12.5
Total operating revenues	$	1,950,390	$	1,884,884	3.5

Passenger revenue. Passenger revenue increased $65.4 million or 3.9 percent compared to the nine months ended September 30, 2024, driven by a 9.6 percent increase in scheduled service passengers on a 13.7 percent increase in scheduled service departures. The increase in scheduled service passengers was offset by a 5.5 percent decrease in scheduled service total fare, which largely resulted from a 13.8 percent decline in average base fare due to demand softness in the industry. This decrease was partially offset by a 3.0 percent increase in average fare for air-related charges. Over the last year, revenues for air-related charges have been bolstered by sales of our Allegiant Extra product. Since September 30, 2024, we have configured an additional 44 aircraft with the extra legroom seating for our Allegiant Extra offering, bringing the total number to 83 aircraft as of September 30, 2025. The restoration of functionality around our third bundled product offering, which began in late 2024, has also contributed to ancillary revenue gains over the last year.

Third party products revenue. Third party products revenue decreased $1.7 million or 1.5 percent compared to the nine months ended September 30, 2024 despite the 9.6 percent increase in scheduled service passengers. The decrease is primarily driven by a $6.0 million decrease in the marketing component of co-brand revenue as certain bonus compensation was phased out in late 2024. The decrease was partially offset by a $2.9 million increase in revenue from our travel insurance product, which was implemented during first quarter 2024.

Fixed fee contract revenue. Fixed fee contract revenue decreased $5.0 million or 8.7 percent compared to the nine months ended September 30, 2024. This was primarily due to a 5.7 percent decrease in fixed fee departures driven by lower availability of aircraft for fixed fee service due to higher utilization in scheduled service and also by decreases in international vacation, Department of Defense and sports charters.

Resort and other revenue. Resort revenues increased $6.9 million or 12.9 percent compared to the nine months ended September 30, 2024, despite having one less month of revenue in 2025 due to the sale of the Resort on September 4, 2025. The increased revenue was primarily driven by increased occupancy which was partially offset by a reduction in the average daily rate.

Operating Expenses


	Nine Months Ended September 30,				Percent Change
Airline Unitized costs (in cents)	2025		2024			YoY
Salaries and benefits	3.79	¢	4.07	¢		(6.9)	%
Aircraft fuel	2.99		3.42			(12.6)
Station operations	1.36		1.45			(6.2)
Depreciation and amortization	1.13		1.21			(6.6)
Maintenance and repairs	0.69		0.64			7.8
Sales and marketing	0.44		0.55			(20.0)
Aircraft lease rentals	0.17		0.12			41.7
Other	0.47		0.61			(23.0)

Special charges	0.12		0.30			(60.0)
Airline operating CASM	11.16	¢	12.37	¢		(9.8)
Airline operating CASM, excluding fuel	8.17	¢	8.95	¢		(8.7)


Airline operating CASM, excluding fuel and special charges	8.05	¢	8.65	¢		(6.9)

Airline operating CASM, excluding fuel and special charges. Airline operating CASM, excluding fuel and special charges decreased by 6.9 percent to 8.05 ¢ for the nine months ended September 30, 2025 compared to 8.65 ¢ for the same period in 2024. The primary driver of the CASM-ex decrease was a 13.3 percent increase in ASMs as we grew into our existing infrastructure. In particular, we achieved the increased capacity with the same average number of aircraft in service and only a small increase in the number of full-time equivalent employees. A majority of expense line items were lower on a per ASM basis due in part to the increase in capacity.

Salaries and benefits expense. Airline salaries and benefits expense increased $33.6 million or 5.8 percent year over year. The increase was primarily attributable to an increase in flight crew wages due to a 14.4 percent increase in total block hours flown. Additionally, average flight crew wages increased due to an increase in average tenure, and there were further increases for our flight attendant group due to a pay band increase associated with the collective bargaining agreement that took effect in April 2024.

Salaries and benefits expense at Sunseeker Resort decreased $10.2 million or 27.1 percent compared to the nine months ended September 30, 2024. This is due to a decrease in average full-time equivalent employees, as certain functions were outsourced and staffing levels were strategically adjusted to align with operational needs. Furthermore, there was approximately one less month of expense for the nine months ended September 30, 2025 due to the sale of Sunseeker Resort on September 4, 2025.

Aircraft fuel expense. Aircraft fuel expense decreased $5.0 million, or 1.0 percent, compared to the nine months ended September 30, 2024. The decrease was primarily driven by an 11.2 percent decrease in average cost per gallon. The decrease in fuel cost was substantially offset by an 11.4 percent increase in gallons consumed on a 13.3 percent increase in total ASMs. Fuel efficiency increased 1.7 percent year over year.

Station operations expense. Station operations expense increased $13.2 million or 6.4 percent compared to the nine months ended September 30, 2024. The increase was primarily driven by a 13.3 percent year-over-year increase in total system departures that resulted in a corresponding rise in airport and landing fees, ground handling, and other stations-related expenses. The increase in costs was partially offset by a reduction in passenger compensation resulting from fewer irregular operations events compared to the prior year, which included disruptions related to the CrowdStrike outage in July 2024.

Depreciation and amortization expense. Airline depreciation and amortization expense increased $10.4 million or 6.0 percent compared to the nine months ended September 30, 2024. This increase was primarily attributable to the addition of 10 new aircraft from our 737 MAX order, which were placed into service over the past year. Additionally, there was an increase in software amortization resulting from the airline's implementation of new enterprise resource planning systems throughout 2024.

Sunseeker Resort depreciation and amortization decreased by $12.7 million or 64.0 percent compared to the nine months ended September 30, 2024. The Company ceased depreciating the Resort's assets upon meeting held-for-sale classification criteria in June 2025. In addition, depreciation expense recorded during the first half of 2025 was lower than the same period in 2024 as a result of an impairment charge recorded in fourth quarter 2024 which reduced the carrying amount of Resort assets.

Maintenance and repairs expense. Maintenance and repairs expense increased $19.9 million or 21.8 percent compared to the nine months ended September 30, 2024. The increase was driven in part by a higher volume of certain rotable part repairs. The remaining increases in maintenance and repairs expense were consistent with the 13.3 percent increase in capacity.

Sales and marketing expense. Airline sales and marketing expense decreased $7.6 million or 9.7 percent, primarily driven by a decrease in sponsorship expenses, and a decrease in credit card processing fees. Notably, credit card processing fees decreased year over year, despite an increase in passenger revenue, as processing fee rates have been trending down. We have made strategic efforts throughout the year to manage card processing fees, including adding PayPal as a payment option for our customers, and discontinuing the use of certain high-fee credit card processors for our buy-on-board transactions.

Sunseeker Resort sales and marketing expense decreased $0.7 million or 13.9 percent primarily due to the sale of Sunseeker Resort on September 4, 2025, resulting in approximately one less month of expense included in the nine months ended September 30, 2025 compared to the same period in 2024.

Aircraft lease rentals. Aircraft lease rental expense increased $10.4 million compared to the nine months ended September 30, 2024. The increase is attributable to estimated lease return costs we began to accrue in second quarter 2025 for certain aircraft on operating leases related to redeliveries in 2025 and future years.

Other operating expense. Airline other operating expense decreased $12.1 million or 13.8 percent partially due to gains on the sale of land and flight equipment during the nine months ended September 30, 2025, which resulted in a larger offset to other operating expenses compared to the same period in 2024. Additionally, there were decreases in various other operating expense items, such as corporate and crew travel, legal expense, and administrative services, as we continue to focus on managing costs.

Special charges. During the nine months ended September 30, 2025, we recorded $119.8 million of special charges.

The Airline recorded $18.9 million in special charges, of which $12.1 million relates to corporate restructuring charges recorded in second quarter 2025. The restructuring efforts were taken in response to softer air travel demand due to heightened macroeconomic uncertainty and include voluntary separations of corporate and operational personnel, termination of certain marketing agreements, and abandonment of certain IT assets no longer being used. Airline special charges for the nine months ended September 30, 2025 also included $6.8 million for accelerated depreciation on airframes identified for early retirement.

We recorded special charges totaling $105.1 million related to the sale of Sunseeker Report, which were partially offset by $4.2 million of insurance recoveries received in connection with weather and related events. Refer to Note 2 and Note 11 to our consolidated financial statements (unaudited) in this Form 10-Q for additional details on special charges.

Interest Expense and Income

Interest expense, net of interest income and capitalized interest, increased by $17.4 million, or 34.4 percent, compared to the nine months ended September 30, 2024. The increase was driven by a $20.5 million decrease in capitalized interest as 15 aircraft from our 737 MAX order have been delivered since September 30, 2024 and the interest expense on debt to acquire those aircraft is no longer capitalized. In addition, we recognized a total of $4.5 million of losses on debt extinguishment related to the early repayment of various debt instruments during 2025, including $3.4 million related to the repayment of the Sunseeker construction loan, which are included within interest expense. The increase was partially offset by an $8.6 million, or 7.3 percent, decrease in interest expense as a result of a lower average outstanding debt balance year over year.

Comparative Airline-Only Operating Statistics

The following tables set forth our airline operating statistics for the three-month periods indicated:


	Three Months Ended September 30,						Percent Change (1)
	2025			2024				YoY
Airline operating statistics (unaudited):
Total system statistics:
Passengers	4,629,834			4,256,249				8.8	%
Available seat miles (ASMs) (thousands)	4,939,441			4,501,532				9.7
Airline operating expense per ASM (CASM) (cents)	11.59		¢	12.35		¢		(6.2)

Fuel expense per ASM (cents)	3.06		¢	3.29		¢		(7.0)
Airline special charges per ASM (cents)	0.06		¢	0.17		¢		(64.7)
Airline operating CASM, excluding fuel and special charges (cents)	8.47		¢	8.89		¢		(4.7)



Departures	32,991			29,884				10.4
Block hours	75,466			68,453				10.2
Average stage length (miles)	850			856				(0.7)
Average number of operating aircraft during period	123.7			124.1				(0.3)
Average block hours per aircraft per day	6.6			6.0				10.0
Full-time equivalent employees at end of period	5,871			5,827				0.8
Fuel gallons consumed (thousands)	59,015			55,190				6.9
ASMs per gallon of fuel	83.7			81.6				2.6
Average fuel cost per gallon	$	2.56		$	2.69			(4.8)


Scheduled service statistics:
Passengers	4,572,081			4,195,572			9.0
Revenue passenger miles (RPMs) (thousands)	4,022,761			3,701,747			8.7
Available seat miles (ASMs) (thousands)	4,769,245			4,326,870			10.2
Load factor	84.3		%	85.6		%	(1.3)
Departures	31,656			28,519			11.0
Block hours	72,726			65,656			10.8
Average seats per departure	175.6			175.9			(0.2)
Yield (cents) (2)	4.94		¢	5.88		¢	(16.0)
Total passenger revenue per ASM (TRASM) (cents)(3)	11.19		¢	12.21		¢	(8.4)
Average fare - scheduled service(4)	$	43.44		$	51.92		(16.3)
Average fare - air-related charges(4)	$	64.64		$	64.63		—
Average fare - third party products	$	8.62		$	9.40		(8.3)
Average fare - total	$	116.70		$	125.95		(7.3)
Average stage length (miles)	856			863			(0.8)
Fuel gallons consumed (thousands)	56,952			52,993			7.5
Average fuel cost per gallon	$	2.55		$	2.68		(4.9)
Percent of sales via website and mobile app during period	92.2		%	92.4		%	(0.2)
Other data:
Rental car days sold	318,678			322,076			(1.1)
Hotel room nights sold	25,796			45,620			(43.5)

(1)Except load factor and percent of sales through website during period, which are presented as a percentage point change.

(2)Defined as scheduled service revenue divided by revenue passenger miles.

(3)Various components of this measure do not have a direct correlation to ASMs. This measure is provided on a per ASM basis so as to facilitate comparison with airlines reporting revenues on a per ASM basis.

(4)Reflects division of passenger revenue between scheduled service (base fare) and air-related charges in our booking path.

The following tables set forth our airline operating statistics for the nine-month periods indicated:


	Nine Months Ended September 30,						Percent Change (1)
	2025			2024				YoY
Airline operating statistics (unaudited):
Total system statistics:
Passengers	14,208,165			12,982,957				9.4	%
Available seat miles (ASMs) (thousands)	16,190,434			14,286,712				13.3
Airline operating expense per ASM (CASM) (cents)	11.16		¢	12.37		¢		(9.8)
Fuel expense per ASM (cents)	2.99		¢	3.42		¢		(12.6)
Airline special charges per ASM (cents)	0.12		¢	0.30		¢		(60.0)
Airline operating CASM, excluding fuel and special charges (cents)	8.05		¢	8.65		¢		(6.9)


Departures	103,540			91,361				13.3
Block hours	248,086			216,844				14.4
Average stage length (miles)	891			886				0.6
Average number of operating aircraft during period	125.1			125.1				—
Average block hours per aircraft per day	7.3			6.3				15.9
Full-time equivalent employees at end of period	5,871			5,827				0.8
Fuel gallons consumed (thousands)	191,103			171,556				11.4
ASMs per gallon of fuel	84.7			83.3				1.7
Average fuel cost per gallon	$	2.53		$	2.85			(11.2)


Scheduled service statistics:
Passengers	14,070,680			12,837,860			9.6
Revenue passenger miles (RPMs) (thousands)	12,904,411			11,693,844			10.4
Available seat miles (ASMs) (thousands)	15,703,477			13,811,809			13.7
Load factor	82.2		%	84.7		%	(2.5)
Departures	99,845			87,824			13.7
Block hours	240,120			209,219			14.8
Average seats per departure	175.2			176.4			(0.7)
Yield (cents) (2)	5.93		¢	6.93		¢	(14.4)
Total passenger revenue per ASM (TRASM) (cents)(3)	11.70		¢	12.84		¢	(8.9)
Average fare - scheduled service(4)	$	54.38		$	63.10		(13.8)
Average fare - air-related charges(4)	$	68.49		$	66.47		3.0
Average fare - third party products	$	7.69		$	8.56		(10.2)
Average fare - total	$	130.56		$	138.13		(5.5)
Average stage length (miles)	896			891			0.6
Fuel gallons consumed (thousands)	185,197			165,728			11.7
Average fuel cost per gallon	$	2.53		$	2.85		(11.2)
Percent of sales via website and mobile app during period	92.4		%	94.0		%	(1.6)
Other data:
Rental car days sold	1,059,744			1,051,425			0.8
Hotel room nights sold	103,274			168,751			(38.8)

(1)Except load factor and percent of sales through website during period, which are presented as a percentage point change.

(2)Defined as scheduled service revenue divided by revenue passenger miles.

(4)Reflects division of passenger revenue between scheduled service (base fare) and air-related charges in our booking path.

LIQUIDITY AND CAPITAL RESOURCES

Current liquidity

Cash, cash equivalents and investment securities (short-term and long-term) increased to $991.3 million as of September 30, 2025, from $832.9 million at December 31, 2024. Investment securities represent highly liquid marketable securities which are available-for-sale.

As of September 30, 2025, we had $175.0 million of undrawn capacity under revolving credit facilities and $25.1 million in undrawn borrowing capacity under aircraft financing facilities.

Restricted cash represents escrowed funds under fixed fee contracts and cash collateral against letters of credit required by hotel properties for guaranteed room availability, airports and certain other parties. Under our fixed fee flying contracts, we require our customers to prepay for flights to be provided by us. The prepayments are escrowed until the flight is completed and are recorded as restricted cash with a corresponding amount reflected as air traffic liability.

Our operating cash flows and long-term debt borrowings have allowed us to invest in our fleet renewal. Future capital needs are primarily for the acquisition of additional aircraft, including our existing aircraft commitments.

Our share repurchase authority at September 30, 2025 is $64.7 million. During the first quarter of 2025, we made $11.0 million of open market share repurchases. We did not repurchase any shares on the open market during the second and third quarters of 2025. We have indefinitely suspended our quarterly cash dividend in anticipation of upcoming capital needs related to our fleet investments.

We believe we have more than adequate liquidity resources through our cash, cash equivalent and short-term investment balances, existing aircraft financing facilities, our undrawn capacity under existing credit facilities, operating cash flows and anticipated access to liquidity, to meet our current contractual obligations and remain in compliance with the debt covenants in our existing financing agreements for the next 12 months. We will continue to consider raising funds through debt financing as needed to fund capital expenditures.

Debt

Our debt and finance lease obligations balance, without reduction for related issuance costs, remained stable at $2.08 billion as of December 31, 2024 and September 30, 2025. Net debt (total debt less unrestricted cash, cash equivalents, and investments) totaled $1.07 billion as of September 30, 2025, representing a reduction of $168.5 million compared to December 31, 2024.

During the nine months ended September 30, 2025, we borrowed $638.9 million of which $589.0 million was secured by aircraft and aircraft related assets. In the same period, we also repaid $647.2 million in principal, including prepayments of $360.9 million of the principal amount of facilities secured by aircraft and aircraft-related assets, including PDP financing, a $100.0 million prepayment of the remaining principal balance of our Sunseeker construction loan, and repurchases of $25.3 million of the principal amount of our Senior Secured Notes. In October 2025, we voluntarily redeemed an additional $120.0 million of our Senior Secured Notes pursuant to a call notice we issued in September 2025.

As of September 30, 2025, approximately 59.4 percent of our debt and finance lease obligations are fixed-rate.

Sources and Uses of Cash

Operating Activities

During the nine months ended September 30, 2025, and 2024, we generated cash flows from operations of $277.6 million and $254.1 million respectively.

Our operating cash flows are impacted by the following factors:

Advance Ticket Sales. Tickets for air travel are typically purchased in advance of the travel date. When we receive a cash payment at the time of booking, we record the cash received as deferred revenue in air traffic liability. When the flight is flown, we recognize the liability from air traffic liability into revenue. Due to the seasonal nature of our operations, our air traffic liability balances will fluctuate in line with our peak flying seasons.

Salaries and Benefits. Salaries and benefits expense represents our single largest expense and has increased considerably in recent years. Cash payments for our salaries and benefits expense are typically made in the period that they are incurred with the exception of our pilot retention bonus, which will be paid to all pilots after ratification of a new collective bargaining agreement. At September 30, 2025 and December 31, 2024, we have recorded, within the accrued liabilities line item in our balance sheet, approximately $215.0 million and $146.1 million, respectively, in relation to the pilot retention bonus, including related payroll taxes.

Fuel. Fuel expense is our second largest expense. The market price for jet fuel is volatile, which can impact the comparability of our periodic cash flows from operations. During the nine months ended September 30, 2025, we increased our year over year flying capacity by 13.3 percent, which led to an 11.4 percent increase in fuel gallons consumed but a $5.0 million decrease in fuel expense due to lower per gallon fuel cost.

Investing Activities

Investments. We hold various financial assets and will strategically purchase and sell these assets based on operational cash needs. During the nine months ended September 30, 2025, we had $117.8 million of net investment purchases (net cash outflows) compared to $202.7 million of net investment maturities (net cash inflows) during the same period in 2024.

Capital Expenditures. Capital expenditures for the nine months ended September 30, 2025 and 2024 were $334.1 million and $274.9 million, respectively. In December 2021, we committed to purchase 50 Boeing 737 MAX aircraft, of which we began to receive delivery in September 2024. During the nine months ended September 30, 2025, we took delivery of 12 aircraft, and as of September 30, 2025, we have firm commitments to purchase 34 more aircraft.

Proceeds from Sale of Assets. During the nine months ended September 30, 2025, we received $189.9 million in proceeds from the sale of Sunseeker Resort, which was completed on September 4, 2025.

Financing Activities

Long-Term Debt and Finance Leases. During the nine months ended September 30, 2025 and 2024, we received proceeds of $638.9 million and $94.0 million, respectively, from issuances of new debt, driven by our aircraft acquisition activity. In the same periods, we made principal payments totaling $647.2 million and $170.6 million, respectively, on long term debt and finance lease obligations. We had heightened debt repayment activity in 2025 due to prepayment of the Sunseeker construction loan, re-financing of our pre-delivery deposit loans upon aircraft delivery, and prepayments of other aircraft secured debt.

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

We have made forward-looking statements in this quarterly report on Form 10-Q, and in the section entitled “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” that are based on our management’s beliefs and assumptions, and on information currently available to our management. Forward-looking statements include our statements regarding the number of contracted aircraft to be placed in service in the future, the timing of aircraft deliveries and retirements, as well as other information concerning future results of operations, business strategies, financing plans, competitive position, industry environment, potential growth opportunities, the effects of future regulation and the effects of competition. Forward-looking statements include all statements that are not historical facts and can be identified by the use of forward-looking terminology such as the words "believe," "expect," "anticipate," "intend," "plan," "estimate," “project,” “hope” or similar expressions.

Forward-looking statements involve risks, uncertainties and assumptions. Actual results may differ materially from those expressed in the forward-looking statements. Important risk factors that could cause our results to differ materially from those expressed in the forward-looking statements may be found in our periodic reports filed with the Securities and Exchange Commission at www.sec.gov. These risk factors include, without limitation, the impact of regulatory reviews of, and production limits on, Boeing on our aircraft delivery schedule, an accident involving, or problems with, our aircraft, public perception of our safety, our reliance on our automated systems, our reliance on Boeing to deliver aircraft under contract to us on a timely basis, risk of breach of security of personal data, volatility of fuel costs, labor issues and costs, the ability to obtain regulatory approvals as needed, the effect of economic conditions on leisure travel, debt covenants and balances, the impact of government regulations on the airline industry, the ability to finance aircraft to be acquired, the ability to obtain necessary government approvals to implement an alliance with VivaAerobus and to otherwise prepare to offer international service, terrorist attacks, risks inherent to airlines, our competitive environment, our reliance on third parties who provide facilities or services to us, the possible loss of key personnel, economic and other conditions in markets in which we operate, increases in maintenance costs and the availability of outside maintenance contractors to perform needed work on our aircraft on a timely basis and at acceptable rates, cyclical and seasonal fluctuations in our operating results and the perceived acceptability of our environmental, social, and governance efforts.

Any forward-looking statements are based on information available to us today and we undertake no obligation to publicly update any forward-looking statements, whether as a result of future events, new information or otherwise.

CRITICAL ACCOUNTING POLICIES AND ESTIMATES

We classify assets as held for sale when the asset or asset group meets all of the accounting requirements to be classified as held for sale. Assets held for sale and any related liabilities are presented as single asset and liability amounts on the balance sheet with a valuation allowance, if necessary, to reduce the carrying amount of the net assets to the lower of carrying amount or estimated fair value less cost to sell. Estimates are required to determine the fair value and the related disposal costs. The estimated fair value is generally based on solicited offers or a discounted cash flow model.

During second quarter 2025, we determined that Sunseeker Resort met all of the held for sale accounting criteria. In estimating the fair value of Sunseeker Resort, we relied on an agreed-upon transaction price as the best indicator of the Resort's fair value. The sale of the Resort was completed on September 4, 2025, and we recorded an additional $2.9 million loss to reflect final purchase price adjustments.

There were no other material changes to our critical accounting estimates during the nine months ended September 30, 2025. For information regarding our critical accounting policies and estimates, see disclosures in the Consolidated Financial Statements and accompanying notes contained in our 2024 Form 10-K, and in Note 1 of Notes to Consolidated Financial Statements (unaudited) in this Form 10-Q.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

We are subject to certain market risks, including commodity prices (specifically aircraft fuel). The adverse effects of changes in these markets could pose potential losses as discussed below. The sensitivity analysis provided does not consider the effects that such adverse changes may have on overall economic activity, nor does it consider additional actions we may take to mitigate our exposure to such changes. Actual results may differ.

Aircraft Fuel

Our results of operations can be significantly impacted by changes in the price and availability of aircraft fuel. Aircraft fuel expense for the nine months ended September 30, 2025 represented 24.4 percent of our total operating expenses. Increases in fuel prices, or a shortage of supply, could have a material impact on our operations and operating results. Based on our fuel consumption for the nine months ended September 30, 2025, a hypothetical ten percent increase in the average price per gallon of fuel would have increased fuel expense by approximately $47.9 million. We do not hedge fuel price risk.

Interest Rates

As of September 30, 2025, we had $843.4 million of variable-rate debt, including current maturities, and without reduction for $11.4 million in related costs. A hypothetical 100 basis point change in interest rates would have affected interest expense on variable rate debt by approximately $5.4 million for the nine months ended September 30, 2025.

Item 4. Controls and Procedures

As of September 30, 2025, under the supervision and with the participation of our management, including our chief executive officer ("CEO") and chief financial officer (“CFO”), we evaluated the design and operation of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) of the Securities Exchange Act of 1934, as amended, or the “Exchange Act”) as of the end of the period covered by this report. Based on that evaluation, management, including our CEO and CFO, has concluded that our disclosure controls and procedures are designed, and are effective, to give reasonable assurance that the information we are required to disclose is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms and is accumulated and communicated to the Company’s management, including the CEO and the CFO, as appropriate to allow timely decisions regarding required disclosure.

There were no changes in our internal control over financial reporting that occurred during the quarter ending September 30, 2025, that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

PART II. OTHER INFORMATION

Item 1. Legal Proceedings

We are subject to certain legal and administrative actions we consider routine to our business activities. We believe the ultimate outcome of any pending legal or administrative matters will not have a material adverse impact on our financial position, liquidity or results of operations.

Item 1A. Risk Factors

We have evaluated our risk factors and determined there are no changes to those set forth in Part I, Item 1A. of our Annual Report on Form 10-K for the year ended December 31, 2024, and filed with the Securities Exchange Commission on March 3, 2025.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

Our Repurchases of Equity Securities

The following table reflects the repurchases of our common stock during third quarter 2025:


Period	Total Number of Shares Purchased (1)	Average Price Paid per Share		Total Number of Shares Purchased as Part of our Publicly Announced Plan	Approximate Dollar Value of Shares that May yet be Purchased Under the Plans or Programs (in thousands) (2)
July	92	$	59.89	None
August	7,115	$	48.48	None
September	18,445	$	61.80	None
Total	25,652	$	58.09	—	$	64,694

(1)Includes shares repurchased from employees who vested a portion of their restricted stock grants. These share repurchases were made at the election of each employee pursuant to an offer to repurchase by us. In each case, the shares repurchased constituted a portion of vested shares necessary to satisfy income tax withholding requirements.

(2)Represents the remaining dollar amount of open market purchases of our common stock which have been authorized by our board of directors under a share repurchase program.

Item 3. Defaults Upon Senior Securities

None

Item 4. Mine Safety Disclosures

Not applicable

Item 5. Other Information

Securities Trading Plans of Directors and Executive Officers

During the three months ended September 30, 2025, none of our directors or executive officers adopted or terminated any contract, instruction or written plan for the purchase or sale of the Company's securities that was intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) or any “non-Rule 10b5-1 trading arrangement.”

Item 6. Exhibits


3.1			Articles of Incorporation of Allegiant Travel Company. (Incorporated by reference to Exhibit 3.1 to Registration Statement No. 333-134145 filed with the Commission on July 6, 2006).
3.2			Bylaws of Allegiant Travel Company as amended on July 23, 2024. (Incorporated by reference to Exhibit 3.1 to the Current Report on Form 8-K, filed with the Commission on July 25, 2024).
10.1			Agreement of Purchase and Sale dated as of July 3, 2025, by and among the Company and certain subsidiaries of the Company, as Seller, and Sunseeker Resort Owner LLC, Sunseeker Golf Owner LLC, Sunseeker Expansion Owner I LLC and Sunseeker Expansion Owner II LLC, as B uyer.
10.2			Closing Agreement dated as of September 4, 2025, by and among the parties to the Agreement of Purchase and Sale referenced in Item 10.1 above.
31.1			Rule 13a - 14(a) / 15d - 14(a) Certification of Principal Executive Officer
31.2			Rule 13a - 14(a) / 15d - 14(a) Certification of Principal Financial Officer
32			Section 1350 Certifications
101.SCH			XBRL Taxonomy Extension Schema Document
101.CAL			XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF			XBRL Taxonomy Extension Definition Linkbase Document
101.LAB			XBRL Taxonomy Extension Labels Linkbase Document
101.PRE			XBRL Taxonomy Extension Presentation Linkbase Document

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.


		ALLEGIANT TRAVEL COMPANY


Date:	November 6, 2025	By:	/s/ Robert J. Neal
		Robert J. Neal, as duly authorized officer of the Company (President and Chief Financial Officer) and as Principal Financial Officer

Allegiant Travel CO 10-Q