American Airlines (AAL) awards RSUs to its chief legal officer

Rhea-AI Filing Summary

American Airlines Group Inc. executive Anthony J. Richmond, EVP and Chief Legal Officer, reported acquiring 241,638 shares of common stock through a restricted stock unit award at a grant price of $0.00 per share. Following this award, he directly holds 1,074,140 common shares.

The award vests over three years. For half of the grant, 16.67 percent vests based on continued service through each of the first, second, and third anniversaries of the grant date. The other half vests only if specific performance goals are met and service continues through the third anniversary. For the performance-based portion, the actual shares issued can range from zero percent to two hundred percent of the related units depending on relative and absolute performance, and the reported amount assumes performance vests at one hundred percent.

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^*

Richmond Anthony J.

(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)
	EVP, Chief Legal Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/17/2026

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	02/17/2026		A		241,638(1)	A	$0.0000	1,074,140	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. Restricted Stock Unit award that vests over three years, with 16.67 percent of the grant vesting based on continued service through the first, second, and third anniversaries of the grant date, and 50 percent of the grant vesting in the event certain performance goals are achieved and there is continuous service through the third anniversary of the grant date. For the portion of the Restricted Stock Unit award that vests based on performance, the number of shares to be issued may vary between zero percent and two hundred percent of the number of Restricted Stock Units depending on relative and absolute performance, and no such shares will be issued if threshold performance is not achieved. The number of shares shown in the table assumes the performance-based portion of the Restricted Stock Unit award vests at one hundred percent.

	Michelle A. Earley, with Power of Attorney	02/19/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What did the American Airlines (AAL) Form 4 report for Anthony J. Richmond?

The Form 4 reports that Anthony J. Richmond received a grant of 241,638 restricted stock units at $0.00 per share. This equity award increased his directly held common stock to 1,074,140 shares, reflecting a sizable component of his executive compensation package.

How do the new restricted stock units for AAL’s Anthony J. Richmond vest?

The restricted stock units vest over three years, with 16.67 percent vesting on each of the first, second, and third anniversaries for the time-based portion. The remaining half vests only if performance goals are achieved and continuous service is maintained through the third anniversary date.

What is the performance component of the AAL restricted stock award to Anthony J. Richmond?

Half of Richmond’s award vests based on performance goals over three years. For this performance-based portion, shares ultimately issued may range from 0% to 200% of units, depending on relative and absolute performance, with the reported figure assuming 100% performance vesting.

Did Anthony J. Richmond buy American Airlines (AAL) stock in the open market?

No, the Form 4 shows a grant or award acquisition of 241,638 shares at $0.00 per share, not an open-market purchase. The transaction reflects stock-based compensation provided by American Airlines rather than a cash-funded stock purchase by the executive.

How many American Airlines (AAL) shares does Anthony J. Richmond own after this Form 4 transaction?

After the restricted stock unit grant, Anthony J. Richmond directly owns 1,074,140 shares of American Airlines common stock. This total reflects his updated direct beneficial ownership following the equity award reported in the Form 4 filing.

Can the number of AAL shares from Richmond’s performance-based RSUs change?

Yes, the number of shares from the performance-based portion can vary between 0% and 200% of the related units. Issuance depends on achieving specified relative and absolute performance goals and maintaining continuous service through the third anniversary of the grant date.