Form 8-K

 

 

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 22, 2015

 

 

AMERICAN AIRLINES GROUP INC.

AMERICAN AIRLINES, INC.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   1-8400   75-1825172
Delaware   1-2691   13-1502798

(State or other Jurisdiction

of Incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

4333 Amon Carter Blvd., Fort Worth, Texas   76155
4333 Amon Carter Blvd., Fort Worth, Texas   76155
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code:

(817) 963-1234

(817) 963-1234

N/A

(Former name or former address if changed since last report.)

 

 

 

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))

 

 

 


Item 7.01. Regulation FD Disclosure.

On June 22, 2015, American Airlines Group Inc. provided the information below to its employees and the employees of its subsidiaries through inclusion in its internal Jetwire publication.

Parker sells stock

Today the Company reported that CEO Doug Parker has exercised and sold 113,000 stock appreciation rights (SARs). Doug received these SARs (similar to stock options) in April 2006, August 2008 and April 2009 when he was CEO of US Airways. These SARs expire over the next 12 months, which means they expire worthless if they are not exercised and sold.

To facilitate the exercise and sale of this equity before expiration, Doug entered into a 10b5-1 plan May 20, 2015 that lays out a specific date each month for the next year whereby Doug will exercise and sell these SARs. The award prices range from $3.10 to $38.44 per share, which is the price Doug will pay to exercise the SARs, which will then be sold in the open market. How much these SARs are ultimately worth will depend on the share price of AAL stock at the time the shares are sold.

Doug has a large holding in AAL that has been publicly disclosed and remains extremely positive about the future of American. To learn about what a 10b5-1 plan is, the other two times Doug has sold stock, and additional details, Jetnet has more.

Limitation on Incorporation by Reference

The information in this Current Report on Form 8-K, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing.


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 22, 2015 By:

/s/ Stephen L. Johnson

Stephen L. Johnson
Executive Vice President, Corporate Affairs

Pursuant to the requirements of the Securities Exchange Act of 1934, American Airlines, Inc. has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

AMERICAN AIRLINES, INC.
Date: June 22, 2015 By:

/s/ Stephen L. Johnson

Stephen L. Johnson
Executive Vice President, Corporate Affairs