[Form 4] American Airlines Group Inc. Insider Trading Activity

Rhea-AI Filing Summary

Stephen L. Johnson, Vice Chair of American Airlines Group Inc. (AAL), reported two dispositions on 09/20/2025 related to restricted stock unit vesting where shares were withheld to cover taxes. The Form 4 shows 17,701 shares withheld and disposed at $12.45 and a second withholding of 22,392 shares also at $12.45. After the reported transactions Johnson beneficially owned 1,822,924 shares (the form also records an intermediate balance of 1,845,316 following the first disposition). The report was filed by one reporting person and signed under power of attorney.

Positive

• Insider retains a large stake with 1,822,924 shares beneficially owned after the reported transactions
• Transactions are tax-withholdings tied to RSU vesting, which are routine and explained in the filing

Negative

• Total beneficial ownership decreased by 40,093 shares due to the two withholding dispositions
• Withholding price was $12.45, reflecting the valuation used for the tax-related disposals

Insights

Financial Analyst

TL;DR Routine tax-withholding dispositions from RSU vesting reduced an insider's stake by 40,093 shares; holdings remain substantial above 1.8 million shares.

The filings indicate two cashless share withholdings executed on 09/20/2025 at $12.45 per share to satisfy withholding taxes tied to restricted stock unit vesting. These are not open-market sales but internal withholdings recorded as dispositions, reducing beneficial ownership from reported intermediate balances to 1,822,924 shares. For investors tracking insider alignment, the Vice Chair continues to hold a material equity position in AAL despite the withholding-related reductions.

Corporate Governance Expert

TL;DR Dispositions reflect standard withholding for RSU tax obligations; filings are routine and properly documented under Section 16 rules.

The Form 4 documents two withholding transactions described in the explanation as shares withheld by the issuer to cover applicable withholding taxes for RSU vesting. The signature executed via power of attorney and the clear explanation align with typical governance and disclosure practices. There is no indication of voluntary open-market sales or changes in role; the report simply records tax-related share withholding events.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Johnson Stephen L

(Last) (First) (Middle)

C/O AMERICAN AIRLINES GROUP INC.

1 SKYVIEW DRIVE

(Street)

FORT WORTH TX 76155

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
American Airlines Group Inc. [ AAL ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Vice Chair

3. Date of Earliest Transaction (Month/Day/Year)
09/20/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	09/20/2025		F		17,701(1)	D	$12.45	1,845,316	D
Common Stock	09/20/2025		F		22,392(2)	D	$12.45	1,822,924	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Shares withheld by the issuer to cover applicable withholding taxes related to the vesting of restricted stock units

2. Shares withheld by the issuer to cover applicable withholding taxes related to the vesting of restricted stock units

	Michelle Earley, with Power of Attorney	09/23/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What transactions did Stephen L. Johnson report on the AAL Form 4?

The Form 4 reports two dispositions on 09/20/2025 of 17,701 and 22,392 shares withheld to cover taxes related to RSU vesting.

Were the reported transactions open-market sales or tax withholdings?

The filing explicitly states these were shares withheld by the issuer to cover applicable withholding taxes related to RSU vesting.

How many shares does the reporting person own after these transactions?

Following the reported transactions the filing shows 1,822,924 shares beneficially owned.

At what price were the withheld shares recorded?

Both withholding dispositions were recorded at a price of $12.45 per share.

Who signed the Form 4 on behalf of the reporting person?

The Form 4 was signed by Michelle Earley, with Power of Attorney, on 09/23/2025.