ITEM 5.02.           Departure of Directors or Certain Officers; Election

of Directors;


                     Appointment of Certain Officers; Compensatory

Arrangements of Certain


                     Officers.


Annual Officer Designations. On June 8, 2022, American Airlines Group Inc. (the
"Company") approved its annual officer designations in connection with its
reporting obligations under Section 16 of the Securities Exchange Act of 1934
and this Item 5.02, including the designation of David Seymour, 57, as Principal
Operating Officer and Angela Owens, 57, as Principal Accounting Officer. Mr.
Seymour has served as the Company's Senior Vice President and Chief Operating
Officer since June 2020, and since 1999 has held several operational roles in
the Company. Ms. Owens has served as the Company's Vice President and Corporate
Controller since March 2019 and previously served as President and CEO of
American Airlines Federal Credit Union. Neither Mr. Seymour nor Ms. Owens have
any relationships requiring disclosure under Item 404(a) of Regulation S-K.

Director Compensation. On June 8, 2022, the Board also approved the retainer
payable to Doug Parker for his first year of service as non-employee Chairman of
the Board, consisting of a quarterly cash retainer of $250,000, payable in
arrears, and a grant of 185,758 restricted stock units that will vest in full
upon the earlier of (i) the first anniversary of the date of grant or (ii) the
Company's annual meeting of stockholders in 2023, subject to Mr. Parker's
continued service to the Company through the vesting date.

ITEM 5.07. Submission of Matters to a Vote of Security Holders.

At the 2022 Annual Meeting, 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, 2022 (the "Proxy Statement"):

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
James F. Albaugh             211,238,815          6,661,342           1,111,438           150,815,263
Jeffrey D. Benjamin          213,017,302          4,862,014           1,132,279           150,815,263
Adriane M. Brown             210,875,112          7,049,788           1,086,695           150,815,263
John T. Cahill               211,119,311          6,611,969           1,280,315           150,815,263
Michael J. Embler            214,048,989          3,815,353           1,147,254           150,815,262
Matthew J. Hart              213,458,332          4,424,655           1,128,609           150,815,262
Robert D. Isom               215,541,165          2,356,542           1,113,889           150,815,262
Susan D. Kronick             209,198,479          8,713,884           1,099,233           150,815,262
Martin H. Nesbitt            214,018,821          3,853,678           1,139,097           150,815,262
Denise M. O'Leary            206,734,217         11,181,335           1,096,044           150,815,262
W. Douglas Parker            211,698,241          6,208,112           1,105,242           150,815,263
Ray M. Robinson              191,253,176         26,635,208           1,123,211           150,815,263
Gregory D. Smith             215,524,095          2,354,411           1,133,089           150,815,263

Douglas M. Steenland 206,441,425 11,416,074 1,154,097

           150,815,262

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, 2022.



                              For            Against        Abstain
                          359,766,822       8,220,464      1,839,572





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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

204,540,911 13,063,726 1,406,959 150,815,262

Proposal 4: Approve an Amendment to the Certificate of Incorporation to Allow Our Bylaws to be Amended in the Future by Simple Majority Vote.

The proposal that the Company amend its Certificate of Incorporation to allow its Bylaws to be amended in the future by simple majority vote was not approved.



     For            Against        Abstain        Broker Non-Votes
 215,600,291       2,334,411      1,076,894         150,815,262


Proposal 5: Approve an Amendment to the Certificate of Incorporation to Allow
All Other Provisions of the Certificate of Incorporation to be Amended by Simple
Majority Vote.

The proposal that the Company amend its Certificate of Incorporation to allow
all other provisions of the Certificate of Incorporation to be amended by simple
majority vote was not approved.

     For            Against        Abstain        Broker Non-Votes

215,421,079 2,523,723 1,066,794 150,815,262

Proposal 6: Approve the Company's Tax Benefit Preservation Plan.



The stockholders approved the Company's Tax Benefit Preservation Plan, which was
filed as Exhibit 4.154 to the Company's annual report on Form 10-K for the year
ended December 31, 2021.

     For            Against        Abstain        Broker Non-Votes

207,954,517 9,871,102 1,185,976 150,815,263

Proposal 7: Advisory Vote on a Stockholder Proposal to Provide a Report on Certain Lobbying Activities.

The stockholder proposal that the Company provide a report on certain lobbying activities was not approved.



     For             Against         Abstain        Broker Non-Votes
  47,806,426       169,701,470      1,503,700         150,815,262

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