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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): June 11, 2025
AMERICAN AIRLINES GROUP INC.
(Exact name of registrant as specified in its charter)
Delaware   1-8400   75-1825172
(State or other Jurisdiction of Incorporation)   (Commission File Number)   (IRS Employer Identification No.)
 
1 Skyview Drive, Fort Worth, Texas   76155
(Address of principal executive offices)   (Zip Code)
Registrant’s telephone number, including area code:
(682) 278-9000
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class   Trading
Symbol(s)
  Name of each exchange
on which registered
Common Stock, $0.01 par value per share   AAL   The Nasdaq Global Select Market
Preferred Stock Purchase Rights
(1)
(1) Attached to the Common Stock
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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. ☐



ITEM 5.07.
Submission of Matters to a Vote of Security Holders.
At the 2025 Annual Meeting of Stockholders of American Airlines Group Inc. (the “Company”), held on June 11, 2025, the stockholders of the Company voted on the following proposals, each of which is described in the Company’s Definitive Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission on April 28, 2025 (the “Proxy Statement”). Fractional shares have been rounded to the nearest whole number.
Proposal 1: Election of Directors.
The stockholders elected the following individuals to the Company’s Board of Directors:
Nominee For Against Abstain Broker Non-Votes
Adriane M. Brown 275,055,709 4,853,924 1,107,797 165,376,720
John T. Cahill 274,798,389 5,271,533 947,507 165,376,720
Kathryn Farmer 276,484,748 3,559,535 973,146 165,376,720
Matthew J. Hart 275,199,038 4,848,915 969,476 165,376,720
Robert D. Isom 276,337,344 3,718,741 961,344 165,376,720
Susan D. Kronick 275,324,624 4,574,887 1,117,918 165,376,720
Martin H. Nesbitt 274,721,416 5,324,070 971,943 165,376,720
Denise M. O’Leary
273,632,833 6,272,739 1,111,858 165,376,720
Vicente Reynal 275,451,068 4,564,776 1,001,586 165,376,720
Gregory D. Smith 275,990,592 4,058,535 968,302 165,376,720
Douglas M. Steenland 274,258,722 5,793,677 965,030 165,376,720
Howard Ungerleider 275,677,020 4,357,394 983,015 165,376,720
Proposal 2: Ratification of Appointment of Independent Registered Public Accounting Firm.
The stockholders ratified the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2025.
For Against Abstain
437,313,710 7,183,948 1,896,492

Proposal 3: Advisory Vote to Approve Executive Compensation.
The stockholders approved, on a non-binding, advisory basis, the compensation of the Company’s named executive officers as disclosed in the Proxy Statement.
For Against Abstain Broker Non-Votes
270,362,727 9,362,771 1,291,932 165,376,720
Proposal 4: Approve Amendment No. 1 to the Company’s Tax Benefit Preservation Plan.
The stockholders approved Amendment No. 1 to the Company’s Tax Benefit Preservation Plan, which was filed as Exhibit 4.155 to the Company’s annual report on Form 10-K for the year ended December 31, 2024.
For Against Abstain Broker Non-Votes
274,390,398 5,365,978 1,261,054 165,376,720



Proposal 5: Advisory Vote on Stockholder Proposal to End the Company’s Participation in the Human Rights Campaign’s Corporate Equality Index.
The stockholders did not approve a stockholder proposal that the Company’s Board of Directors consider ending the Company’s participation in the Human Rights Campaign’s Corporate Equality Index.
For Against Abstain Broker Non-Votes
5,865,610 273,034,168 2,117,652 165,376,720



SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, American Airlines Group Inc. has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
AMERICAN AIRLINES GROUP INC.
Date: June 11, 2025 By:   /s/ Michelle A. Earley
  Michelle A. Earley
  Corporate Secretary