Q4 2021 Template - 4003 and 4112

QUESTIONS FOR THE Q4 2021 4003 & PSP 4112 TEMPLATE
Sections
Headcount & Compensation - Employee Headcount

Section Q1
Q2
Q3

#
#
#

Total Number of Employees at START of the Report Quarter.
Total Number of New Hires hired DURING the Report Quarter.
Total Number of Permitted Terminations or Furloughs DURING the Report Quarter.

Q4

#

Total Number of Involuntary Terminations or Furloughs DURING the Report Quarter.

Q5

Calc.

Q6

Text Box

Q7
Q8

#
#

Section Q1
Q2
Q3

Number of jobs created and/or retained DURING the Report Quarter.*
Total Number of Employees at END of the Report Quarter.
Total Employee Wages and Salaries.
Total Employee Benefits.
Total Employee Wages, Salaries & Benefits Paid.

#
#
#
#
#
#
#
#

Q9

Upload

Q10

#

Total Amount of PSP1 funds spent DURING the Report Quarter.
Total Amount of PSP1 funds spent on expenses other than Salary, Wages and Benefits DURING the Report Quarter.
Total Amount of PSP1 Top-Off funds spent DURING the Report Quarter.
Total Amount of PSP1 Top-Off funds spent on expenses other than Salary, Wages and Benefits DURING the Report Quarter.
Total Amount of PSP2 funds spent DURING the Report Quarter.
Total Amount of PSP2 funds spent on expenses other than Salary, Wages and Benefits DURING the Report Quarter.
Total Amount of PSP3 funds spent DURING the Report Quarter.
Total Amount of PSP3 funds spent on expenses other than Salary, Wages and Benefits DURING the Report Quarter.
If (a) Total Amount of PSP1, PSP2, PSP3 or a combination of funds spent is greater than Total Employee Wages, Salaries, and Benefits or (b)
Total Amount of PSP1, PSP2, PSP3 or a combination of funds spent on expenses other than Salary, Wages, and Benefits is greater than zero,
please upload an explanation which must include an itemized list of expenses by program.
Please enter the number of Employees whose Pay Rate was reduced, without their consent, DURING the Report Quarter.

Conditional Text Box (Only
required if #>0 entered in If the number of such Employees is not zero, please upload an explanation.
Q10)

Q12

#

Please enter the number of Employees whose Benefits were reduced, without their consent, DURING the Report Quarter.

Conditional Text Box (Only
required if #>0 entered in If the number of such Employees is not zero, please upload an explanation.
Q12)

Section #

Total amount of § 4003 loan proceeds used DURING the Report Quarter.

Q2

#

Total operating expenses (as described in the loan agreement) paid from loan proceeds DURING the Report Quarter.

Q3

#

Total of other expenses paid from loan proceeds DURING the Report Quarter.

Conditional Text Box (Only
required if #>0 entered in If other expenses were paid from loan proceeds, please explain, including expense category and amount spent.
Q3)

Section #

Q2

#

Q4

Q5
Q6

Q7

Q8
Q9
Q10

Q11
Q12
Q13

Q14

Q15

Q16

Q17

ALL
PSP2 Contractors with
unspent PSP2 funds, PSP3
Recipients with unspent
PSP3 funds
PSP2 Contractors with
unspent PSP2 funds, PSP3
Recipients with unspent
PSP3 funds
PSP2 Contractors with
unspent PSP2 funds, PSP3
Recipients with unspent
PSP3 funds
PSP2 Contractors with
unspent PSP2 funds, PSP3
Recipients with unspent
PSP3 funds
UA1, UA2, SA1, SA2, SA3,
SA4
UA1, UA2, SA1, SA2, SA3,
SA4
UA1, UA2, SA1, SA2, SA3,
SA4
UA1, UA2, SA1, SA2, SA3,
SA4

Compensation / Dividends

Q1

Q3

PSP1
PSP1
PSP1
PSP1
PSP2
PSP2
PSP3
PSP3

Headcount & Compensation - Use of Proceeds

Q1

Q4

ALL
ALL
ALL

Headcount & Compensation - Additional Compensation

Q1
Q2
Q3
Q4
Q5
Q6
Q7
Q8

Q13

If the total number of involuntary terminations or furloughs is not zero, please enter an explanation.

ALL
ALL
ALL
PSP2 Contractors with
unspent PSP2 funds, PSP3
Recipients with unspent
PSP3 funds
ALL
PSP2 Contractors with
unspent PSP2 funds, PSP3
Recipients with unspent
PSP3 funds
ALL
ALL

Headcount & Compensation - Employee Wages, Salaries & Benefits
#
#
Calc.

Section -

Q11

Changes in Employee Headcount.

Category

Please enter the total number of Corporate Officers or Employees of the Borrower, each Borrower Air Carrier, and/or each Borrower Eligible
Business, as applicable, whose Total Compensation exceeded $425,000 in 2019 or the Subsequent Reference Period.
Enter the number of such Employees and Corporate Officers who received Severance Pay or Other Benefits DURING the Report Quarter that
exceeded twice their 2019 Total Compensation or Total Compensation during the Subsequent Reference Period.

ALL
ALL

Conditional Upload (Only
If the number of such Employees and Corporate Officers is not zero, please upload an explanation which includes a list of the Employee/Corporate
required if #>0 entered in
ALL
Officer positions and their Total Severance/Other Benefits received.
Q2)
#

Enter the number of such Employees and Corporate Officers whose Total Compensation during any 12 consecutive months ending DURING the
Report Quarter exceeded their 2019 Total Compensation or Total Compensation during the Subsequent Reference Period, as applicable. Please
note, this only applies to Corporate Officers or Employees whose Total Compensation in calendar year 2019 exceeded $425,000.

Conditional Upload (Only
If the number of such Employees and Corporate Officers is not zero, please upload an explanation which includes a list of the Employee/Corporate
required if #>0 entered in
Officer positions and their Total Compensation received.
Q4)
Please enter the number of Corporate Officers or Employees whose Total Compensation exceeded $3,000,000 in 2019 or the Subsequent
#
Reference Period.
Enter the number of such Employees and Corporate Officers whose Total Compensation during any 12 consecutive months ending DURING the
Report Quarter exceeded the sum of $3,000,000 and 50% of the excess over $3,000,000 of their Total Compensation received in calendar year
#
2019 or the Subsequent Reference Period, as applicable. Please note, this only applies to Corporate Officers or Employees whose Total
Compensation in calendar year 2019 exceeded $3,000,000.
Conditional Upload (Only
If the number of such Employees and Corporate Officers is not zero, please upload an explanation which includes a list of the Employee/Corporate
required if #>0 entered in
Officer positions and their Total Compensation received.
Q7)
Y/N
Y/N

Y/N

ALL
ALL

ALL

ALL

Has the Recipient purchased an equity security of the Recipient/parent company listed on a national securities exchange DURING the Report
PSP2, PSP3
Quarter?
Has any Borrower Air Carrier or Borrower Eligible Business, as applicable, or any of their Affiliates purchased an equity security of any Borrower
Air Carrier or Borrower Eligible Business, as applicable, or of any direct or indirect parent company of such entity or of any Subsidiary of the Parent ALL
that is listed on a national securities exchange DURING the Report Quarter?

Conditional Upload (Only
If yes to either question above, please upload an explanation that includes the name of the company, the number of shares, the dollar amounts,
required if 'Y' entered in Q9
and the dates of the transactions.
or Q10)
For purposes of the PSP Agreement, has the Recipient paid dividends, or made any other capital distributions, with respect to the Recipient's
Y/N
common stock (or equivalent equity interest) DURING the Report Quarter?

Conditional Upload (Only
required if 'Y' entered in
Q12 or Q13)
Conditional Y/N (Only
required if 'Y' entered in
Q12 or Q13)
Conditional Y/N (Only
required if 'Y' entered in
Q12 or Q13)
Conditional Upload (Only
required if 'N' entered in
Q15 or Q16)

ALL

ALL
PSP2, PSP3

For purposes of the Loan and Guarantee Agreement, has any Borrower Air Carrier or Borrower Eligible Business, as applicable, paid dividends, or
ALL
made any other capital distributions, with respect to the entity's common stock (or equivalent equity interest) DURING the Report Quarter?
If yes to either question above, please upload an explanation that includes the dollar amounts and the dates of the transactions.

ALL

If yes, was the entity that paid a dividend or made a capital distribution an S-Corp or pass-through entity?

ALL

If yes, was the dividend or capital distribution to cover the owners' tax obligations in respect to the entity's earnings?

ALL

If you answered 'no' to either of the last two questions, please upload an explanation

ALL

QUESTIONS FOR THE Q4 2021 4003 & PSP 4112 TEMPLATE
Sections
Section -

Category

Document Uploads

Q1

Upload

Q2

Check Box

Please submit the Form 941 (or IRS-acceptable equivalent) submitted to the Internal Revenue Service for the Report Quarter in a PDF format.

ALL

Check box if NOT required to submit IRS Form 941.

Q3

ALL

#

Number of Employees (Line 1).

ALL

Q4

#

Wages, Tips and Other Compensation (Line 2).

ALL

Q5

Y/N

Business Closed (Line 17).

ALL

Q6

Y/N

Seasonal (Line 18).

ALL

Q7

Y/N

Do you file through EDGAR with the SEC?

ALL

Q8

Upload

Q9

Text Box

Please provide the following financial information uploads for the Report Quarter: 1) income statement; 2) balance sheet; 3) statement of cash
flow; 4) notes to financial statement; and 5) name and address of auditor/reviewer of statements.

ALL

If any of the required documents are not available for upload, please provide an explanation (enter "n/a" if not applicable).

ALL

Q10

Y/N

Did you upload an Income Statement?

ALL

Q11

Y/N

Did you upload a Balance Sheet?

ALL

Q12

Y/N

Did you upload a Statement of Cashflow?

ALL

Q13

Y/N

Did you upload Notes to Financial Statements?

ALL

Q14

Y/N

Did you upload a Name and Address of Auditor/reviewer of the statements?

ALL

Q15

Upload

Q16

Text Box

Section Q1

Q2

Q3
Q4

Q5

Q6
Q7
Q8

Q2
Q3
Q4
Q5
Q6
Q7
Q8
Q9
Q10
Q11
Q12

Q13
Q14
Q15
Q16
Q17
Q18
Q19
Q20
Q21
Q22

SA1, SA2, SA3, SA4

If you would like to provide explanations or greater detail to any of your responses, please enter explanation here.

ALL

Fundamental Changes
Y/N

Have you transferred, pledged, mortgaged, encumbered, or otherwise assigned this Agreement or any Payroll Support provided under this
Agreement, or any interest therein, or any claim, account receivable, or funds arising thereunder or accounts holding Payroll Support, to any party, ALL
bank, trust company, or other person?

Conditional Y/N (Only
required if 'Y' entered in If yes, did you seek Treasury’s prior written approval for this action, as required under paragraph 43 of the PSP Agreement?
Q1)
Conditional Date Text Box
(Only required if 'Y' entered If yes, please provide the date of Treasury's written approval.
in Q2)
Have there been any changes in or transfers of ownership of the company since the execution of your PSP1, PSP2, or PSP3 Agreement, as
Y/N
applicable?
If you answered “Yes” to any of the questions listed above, you are required to upload supporting documentation, as applicable and in sufficient
detail, including, for example, a detailed explanation regarding the transaction (e.g., equity purchase or asset purchase), the date of the
Conditional Upload (Only
transaction, effected assets and liabilities, and other relevant information.
required if 'Y' entered in
Q1, Q2, or Q4)
If you answered “Yes” to the question about seeking Treasury’s prior written approval in accordance with paragraph 43 of the PSP Agreement,
please be sure to include a copy of the written approval.
Y/N
Did a Change of Control occur DURING the Report Quarter?
Y/N
Did any Fundamental Changes (as described in the loan agreement) occur DURING the Report Quarter?
Conditional Upload (Only
If yes to either of the last two questions above, please upload an explanation that includes a description of the Change of Control and/or
required if 'Y' entered in Q6
Fundamental Changes, dates, affected assets and/or liabilities, and any other relevant information.
or Q7)

Section Q1

Please upload a copy of your insurance policies covering pledged collateral during the Report Quarter.

ALL

ALL
ALL

ALL

ALL
ALL
ALL

Loan Specific Questions
Y/N

Has any Credit Party or any of their Subsidiaries refinanced any existing Indebtedness such that your Indebtedness increased or you otherwise
incurred any new Indebtedness other than Indebtedness incurred in the ordinary course of business and consistent with past practice in the form of
UA1, UA2
any equipment financing, synthetic lease obligation or Capitalized Lease Obligation, in an aggregate amount not to exceed the contractually
defined maximum level?

Conditional Upload (Only If any Credit Party, or any Subsidiary of a Credit Party, refinanced existing Indebtedness such that Indebtedness increased or incurred any new
required if 'Y' entered in Indebtedness, please upload a description of any new Indebtedness including, but not limited to, the amount, terms of debt, interested parties,
Q1)
security interests, relevant dates, and other pertinent information.
Y/N
Conditional Upload (Only
required if 'Y' entered in
Q3)
Y/N
Conditional Upload (Only
required if 'Y' entered in
Q5)
Y/N
Conditional Upload (Only
required if 'Y' entered in
Q7)
Y/N
Conditional Upload (Only
required if 'Y' entered in
Q9)
Y/N
Conditional Y/N (Only
required if 'Y' entered in
Q11)
Conditional Upload (Only
required if 'Y' entered in
Q11)
Y/N
Conditional Upload (Only
required if 'Y' entered in
Q14)
Y/N
Conditional Upload (Only
required if 'Y' entered in
Q16)
Y/N
Conditional Upload (Only
required if 'Y' entered in
Q18)
#
Y/N
Conditional Upload (Only
required if 'Y' entered in
Q21)

UA1, UA2

Did the Parent or any Subsidiaries pledge any assets to any Person other than for Treasury's benefit DURING the Report Quarter?

UA1, UA2

If the Parent or any Subsidiary pledged any assets to any Person other than for Treasury's benefit DURING the Report Quarter, please upload an
explanation including identification of the assets and the secured party.

UA1, UA2

Did the Parent or any Subsidiaries pledge any additional Collateral DURING the Report Quarter after the Closing Date?
If the Parent or any Subsidiary pledged additional Collateral DURING the Report Quarter, please upload an explanation including, but not limited
to, the type of Collateral, its value, the date additional Collateral was pledged, all relevant appraisals and/or asset valuation certificates, and other
pertinent information.
Did the Parent or any Subsidiaries pledge any Collateral or other assets to any Person other than for Treasury's benefit DURING the Report
Quarter?

SA1, SA2, SA3, SA4
SA1, SA2, SA3, SA4
SA1, SA2, SA3, SA4

If the Parent or any Subsidiary pledged any Collateral or other assets to any Person other than for Treasury's benefit DURING the Report Quarter,
SA1, SA2, SA3, SA4
please upload an explanation, including identification of the Collateral or other assets and the secured party.
Did the Parent or any Subsidiary Dispose of any Collateral DURING the Report Quarter?

SA1, SA2, SA3, SA4

If the Parent or any Subsidiary Disposed of any Collateral DURING the Report Quarter, please upload a document describing the details of the
Disposition and all Proceeds from the Disposition.

SA1, SA2, SA3, SA4

Was any Collateral swapped DURING the Report Quarter?

SA1, SA2, SA3, SA4

Was Treasury approval for the swap received prior to the swap?

SA1, SA2, SA3, SA4

Please upload a document with a list of the Collateral interchanged and their value.

SA1, SA2, SA3, SA4

Was any Collateral impaired or damaged DURING the Report Quarter?

SA1, SA2, SA3, SA4

If any Collateral was impaired or damaged DURING the Report Quarter, please upload a document indicating the Collateral impacted and
evidence of loss of value.

SA1, SA2, SA3, SA4

Did the CCR fall below 1.60 at any point DURING the Report Quarter?

SA2, SA3, SA4

If the borrower's CCR fell below 1.60 DURING the Report Quarter, please upload an explanation including, but not limited to, all relevant details,
dates, and circumstances and any actions taken or proposed.

SA2, SA3, SA4

Did the DSCR fall below 1.75 at any point DURING the Report Quarter?

SA2

If the DSCR fell below 1.75 DURING the Report Quarter, please upload an explanation including, but not limited to, all relevant details, dates, and
SA2
circumstances and any actions taken or proposed.
Please provide the aggregate amount of Liquidity (as defined in the loan agreement) for the last Business Day of the Report Quarter.
Did Liquidity fall below the contractually-defined minimum level on any Business Day DURING the Report Quarter?

SA2, SA3
SA2, SA3

If the aggregate amount of Liquidity fell below its contractually-defined minimum level on any Business Day DURING the Report Quarter, please
upload an explanation including, but not limited to, all relevant circumstances, dates, actions taken or proposed, and other pertinent information.

SA2, SA3