UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

SCHEDULE 14A

(Rule 14a-101)

INFORMATION REQUIRED IN PROXY STATEMENT

SCHEDULE 14A INFORMATION

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934

(Amendment No.     )

 

 

Filed by the Registrant  ☒                              Filed by a Party other than the Registrant  ☐

Check the appropriate box:

 

☐   Preliminary Proxy Statement
☐   Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
☐   Definitive Proxy Statement
☒   Definitive Additional Materials
☐   Soliciting Material under § 240.14a-12

AMERICAN AIRLINES GROUP INC.

(Name of Registrant as Specified in its Charter)

 

(Name of Person(s) Filing Proxy Statement, if Other Than the Registrant)

Payment of Filing Fee (Check all boxes that apply):

☒   No fee required.
☐   Fee paid previously with preliminary materials.
☐   Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11.

 

 

 

 

 

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        P.O. BOX 8016, CARY, NC 27512-9903

American Airlines Group Inc.

Important Notice Regarding the Availability

of Proxy Materials

Stockholders Meeting to be held on

June 8, 2022

For Stockholders of record as of April 12, 2022

This communication presents only an overview of the more complete proxy materials that are available to you on the Internet. This is not a ballot. You cannot use this notice to vote your shares. We encourage you to access and review all of the important information contained in the proxy materials before voting.

To view the proxy materials, and to obtain directions to attend the meeting, go to: www.proxydocs.com/AAL

To vote your proxy while visiting this site, you will need the 12 digit control number in the box below.

Under United States Securities and Exchange Commission rules, proxy materials do not have to be delivered in paper. Proxy materials can be distributed by making them available on the internet.

 

    
 

 

LOGO       

 

For a convenient way to view proxy materials and VOTE go to

www.proxydocs.com/AAL

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Have the 12 digit control number located in the shaded box above available when you access the website and follow the instructions.

 

 

 

If you want to receive a paper or e-mail copy of the proxy material, you must request one. There is no charge to you for requesting a copy. In order to receive a paper package in time for this year’s meeting, you must make this request on or before May 27, 2022.

  

 

To order paper materials, use one of the following methods.

 

     

LOGO

 

INTERNET

www.investorelections.com/AAL

    

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TELEPHONE

      (866) 648-8133      

   

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* E-MAIL

paper@investorelections.com

 

When requesting via the Internet or telephone you will need the 12 digit control number located in the shaded box above.

     * If requesting material by e-mail, please send a blank e-mail with the 12 digit control number (located above) in the subject line. No other requests, instructions OR other inquiries should be included with your e-mail requesting material.

 

 

American Airlines Group Inc.

Meeting Type:   Annual Meeting of Stockholders

Date:   Wednesday, June 8, 2022

Time:  9:00 AM, Central Time

Place:  Annual Meeting to be held live via the internet - please visit

    www.proxydocs.com/AAL for more details.

 

You must register to attend the meeting online and/or participate at www.proxydocs.com/AAL

 

SEE REVERSE FOR FULL AGENDA

 

American Airlines Group Inc.

Annual Meeting of Stockholders

THE BOARD OF DIRECTORS RECOMMENDS A VOTE:

FOR ON PROPOSALS 1, 2, 3, 4, 5 AND 6

AGAINST ON PROPOSAL 7

PROPOSAL

 

1.

Election of 14 directors to serve until the 2023 Annual Meeting of Stockholders of American Airlines Group Inc. and until their respective successors have been duly elected and qualified

1A    Jim Albaugh

1B    Jeff Benjamin

1C    Adriane Brown

1D    John Cahill

1E    Mike Embler

1F    Matt Hart

1G    Robert Isom

1H    Sue Kronick

1I    Marty Nesbitt

1J    Denise O’Leary

1K    Doug Parker

1L    Ray Robinson

1M    Greg Smith

1N    Doug Steenland

 

2.

Ratification of the appointment of KPMG LLP as the independent registered public accounting firm of American Airlines Group Inc. for the fiscal year ending December 31, 2022

 

3.

Advisory vote to approve executive compensation (Say-on-Pay)

 

4

Approve and adopt an amendment of the Certificate of Incorporation to allow future amendments to the Bylaws by stockholders by simple majority vote

 

5.

Approve and adopt an amendment of the Certificate of Incorporation to allow all other provisions of the Certificate of Incorporation to be amended in the future by simple majority vote

 

6.

Approve the Tax Benefit Preservation Plan

 

7.

Advisory vote on a stockholder proposal to provide a report on lobbying activities and expenditures

If any other matters properly come before the 2022 Annual Meeting of Stockholders or any adjournments or postponements thereof, the persons named as proxies will vote upon those matters according to their judgment. The Board of Directors of American Airlines Group Inc. is not aware of any other business to be presented to a vote of the stockholders at the 2022 Annual Meeting of Stockholders.