Current Report Filing (8-k)
June 08 2016 - 4:56PM
Edgar (US Regulatory)
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 8, 2016
AMERICAN AIRLINES GROUP INC.
(Exact name of registrant as specified in its charter)
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Delaware
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1-8400
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75-1825172
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(State or other Jurisdiction
of Incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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4333 Amon Carter Blvd., Fort Worth, Texas
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76155
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(Address of principal executive offices)
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(Zip Code)
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Registrants telephone number, including area code:
(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:
¨
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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¨
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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¨
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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¨
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Item 5.07.
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Submission of Matters to a Vote of Security Holders.
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On June 8, 2016, American Airlines Group Inc.
(the
Company
) held its 2016 Annual Meeting of Stockholders (the
2016 Annual Meeting
). At the 2016 Annual Meeting, the stockholders of the Company voted on the following proposals, each of which is described in
the Companys Definitive Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission on April 29, 2016 (the
Proxy Statement
):
Proposal 1: Election of Directors.
The stockholders
elected the following individuals to the Companys Board of Directors:
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Nominee
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For
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Against
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Abstain
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Broker Non-
Votes
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James F. Albaugh
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403,385,326
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1,658,826
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726,454
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109,038,329
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Jeffrey D. Benjamin
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396,169,202
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8,877,384
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724,020
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109,038,329
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John T. Cahill
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403,330,917
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1,687,490
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752,199
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109,038,329
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Michael J. Embler
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403,348,282
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1,670,102
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752,222
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109,038,329
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Matthew J. Hart
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403,349,680
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1,688,633
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732,293
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109,038,329
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Alberto Ibargüen
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403,105,613
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1,897,522
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767,471
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109,038,329
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Richard C. Kraemer
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403,146,322
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1,880,266
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744,018
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109,038,329
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Susan D. Kronick
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403,411,375
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1,701,941
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657,290
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109,038,329
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Martin H. Nesbitt
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401,455,225
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3,565,941
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749,440
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109,038,329
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Denise M. OLeary
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403,358,197
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1,720,775
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691,634
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109,038,329
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W. Douglas Parker
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399,210,519
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5,637,218
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922,869
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109,038,329
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Ray M. Robinson
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365,066,147
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39,944,859
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759,600
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109,038,329
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Richard P. Schifter
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403,322,089
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1,723,244
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725,273
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109,038,329
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Proposal 2: Ratification of Appointment of Independent Registered Public Accounting Firm.
The stockholders ratified the appointment of KPMG LLP as the Companys independent registered public accounting firm for the fiscal year ending
December 31, 2016.
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For
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Against
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Abstain
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Broker Non-Votes
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508,853,146
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4,940,157
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1,015,632
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0
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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 Companys named executive officers as disclosed in the Proxy
Statement.
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For
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Against
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Abstain
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Broker Non-Votes
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394,834,770
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10,153,631
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782,205
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109,038,329
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Proposal 4: Stockholder Proposal to Provide Report on Lobbying Activities and Expenditures.
Not presented by the proponent for a vote at the Annual Meeting.
2
Proposal 5: Stockholder Proposal to Adopt Policy to Require an Independent Board Chairman on a Prospective
Basis.
The stockholder proposal to adopt a policy to require an independent Board Chairman on a prospective basis was not approved.
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For
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Against
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Abstain
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Broker Non-Votes
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142,890,359
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261,169,175
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1,711,072
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109,038,329
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Proposal 6: Stockholder Proposal to Provide Report on Political Contributions and Expenditures.
The stockholder proposal to provide a report on political contributions and expenditures was not approved.
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For
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Against
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Abstain
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Broker Non-Votes
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86,902,932
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226,655,752
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92,211,922
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109,038,329
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3
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.
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A
MERICAN
A
IRLINES
G
ROUP
I
NC
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Date: June 8, 2016
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By:
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/s/ Stephen L. Johnson
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Stephen L. Johnson
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Executive Vice President, Corporate Affairs
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4
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