American Airlines (AAL) vice chair has 17,078 shares withheld for taxes

Rhea-AI Filing Summary

American Airlines Group Inc. vice chair Stephen L. Johnson reported a tax-withholding disposition of 17,078 shares of common stock. On this transaction, dated February 20, 2026, shares valued at $13.59 each were withheld by the issuer to cover applicable taxes tied to the vesting of restricted stock units.

After this withholding transaction, Johnson directly owned 2,088,357 shares of American Airlines Group Inc. common stock. This event reflects an automatic share withholding for tax obligations rather than an open-market purchase or sale.

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

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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)
02/20/2026

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	02/20/2026		F		17,078(1)	D	$13.59	2,088,357	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

	Michelle A. Earley, with Power of Attorney	02/23/2026
	** 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).
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FAQ

What insider transaction did AAL vice chair Stephen L. Johnson report on this Form 4?

Stephen L. Johnson reported a tax-withholding disposition of 17,078 American Airlines Group Inc. common shares. The shares were withheld by the issuer to cover applicable withholding taxes related to the vesting of restricted stock units.

Was the AAL Form 4 transaction an open-market sale or a tax withholding event?

The Form 4 transaction was a tax-withholding event, not an open-market sale. Shares were withheld by the issuer to satisfy withholding taxes arising from the vesting of restricted stock units awarded to Stephen L. Johnson.

How many AAL shares were involved in Stephen L. Johnson’s tax-withholding disposition?

The tax-withholding disposition involved 17,078 shares of American Airlines Group Inc. common stock. These shares were used to cover applicable withholding taxes associated with the vesting of restricted stock units granted to the vice chair.

At what price per share were AAL shares valued in the reported Form 4 transaction?

The shares in the reported transaction were valued at $13.59 per share. This price was used to determine the value of the 17,078 shares withheld to cover Stephen L. Johnson’s applicable withholding tax obligations.

How many AAL shares does Stephen L. Johnson own after the reported Form 4 transaction?

Following the tax-withholding disposition, Stephen L. Johnson directly owned 2,088,357 shares of American Airlines Group Inc. common stock. This figure reflects his direct holdings after the issuer withheld shares for restricted stock unit tax obligations.

What does transaction code F indicate in the AAL Form 4 for Stephen L. Johnson?

Transaction code F indicates payment of a tax liability by delivering or withholding securities. In this case, shares of American Airlines Group Inc. were withheld by the issuer to cover taxes from the vesting of restricted stock units.