May Devon E 4

What Happened

• Devon E. May, Chief Financial Officer of American Airlines Group Inc. (AAL), received a grant of 311,082 restricted stock units (RSUs) on 2026-02-17 (reported on Form 4). The RSUs are shown with a $0.00 acquisition price because they are an award, not a cash purchase.
• On 2026-02-18, 8,670 shares were withheld by the issuer to cover applicable withholding taxes related to the RSU vesting; those withheld shares were reported as disposed at $14.10 per share for a tax withholding value of $122,247.

Key Details

• Transaction dates/prices:
  • 2026-02-17: Award of 311,082 RSUs @ $0.00 (code A — grant/award)
  • 2026-02-18: 8,670 shares withheld @ $14.10 to cover taxes (code F — tax withholding), value ~$122,247
• Shares owned after transaction: The filing notes that beneficial ownership was adjusted to reflect forfeiture of previously reported performance-based RSUs (see footnote F3); the specific post-transaction total is not shown in the summary provided here.
• Notable footnotes:
  • F1: RSU award vests over three years: 16.67% vests each year for the first three anniversaries for the service portion; a performance-based portion (up to 200% of target) vests only if performance thresholds are met. The table assumes 100% vesting for the performance portion.
  • F2: Shares were withheld by the issuer to satisfy withholding tax obligations.
  • F3: Beneficial ownership figures reflect forfeiture of previously reported performance RSUs.
• Timeliness: Transaction dates 2026-02-17 and 02-18 were reported on Form 4 filed 2026-02-19, which appears timely (Form 4 is generally due within two business days of the transaction).

Context

• This was an equity award (RSUs), not an open-market purchase or sale. RSUs represent a promise of shares that will vest in the future according to service and performance conditions; the grant itself is not an immediate cash investment by the insider.
• The withholding of shares to cover taxes is a routine administrative step (often seen as a cashless withholding) and does not necessarily indicate a change in the insider’s view of the company.