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): March 23, 2016

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 March 23, 2016, American Airlines Group Inc. (the “Company”) distributed to the employees of its subsidiaries a letter from W. Douglas Parker, Chairman and Chief Executive Officer and J. Scott Kirby, President. The letter is furnished as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference.

Also today, the Company advised its mainline flight attendants that it had offered to accelerate a future wage increase, and thereby to increase the pay scales applicable to those employees by approximately 6%, with such increase expected to be effective April 1, 2016.

Limitation on Incorporation by Reference

The information in this Current Report on Form 8-K, including Exhibit 99.1 attached hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (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.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.	Description
99.1	Text of letter dated March 23, 2016 from W. Douglas Parker and J. Scott Kirby

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: March 23, 2016	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: March 23, 2016	By:	/s/ Stephen L. Johnson
		Stephen L. Johnson
		Executive Vice President, Corporate Affairs

EXHIBIT INDEX

Exhibit No.	Description
99.1	Text of letter dated March 23, 2016 from W. Douglas Parker and J. Scott Kirby

EX-99.1

Exhibit 99.1

American Airlines Team Members:

We have good news to share. American Airlines is establishing a profit sharing program effective with our 2016 annual earnings. That means the program has already begun, and will pay out in early 2017 based on what we earn in 2016. The plan will put 5% of every pre-tax dollar we earn into a profit sharing pool to be shared by all team members (excluding management levels 5 and above).

We are taking this step because we have heard from many of you that a profit sharing plan is important to our success as a team. Although we continue to believe the most effective way to increase compensation is through higher base pay, we recognize there is a team-building component to profit sharing. Our colleague, Elise Eberwein, says it best: “Profit sharing is a feeling, not a formula.” By eliminating profit sharing in exchange for higher base pay rates, we inadvertently have eliminated some of our shared sense of teamwork – and that was never our intent.

We will reinstate profit sharing at the same 5% funding rate that was ratified by all American contract employees prior to our merger. This means the company will set aside 5% of our annual pre-tax income (before special items) every year, and that pool of money will be shared among all participants. Although this 5% rate is lower than our peers, we plan to offer hourly pay rates higher than those same peers in the contracts we’re negotiating now and in those to be negotiated in the future. As we have demonstrated in all joint contracts already reached, our view continues to be that we should set industry-leading pay rates as we negotiate our contracts so that higher pay is reflected in each paycheck, every pay period, throughout the year, and that your paycheck recognizes the work you do every day.

We believe this will provide the best of both pay structures: higher base rates as we negotiate new contracts and a shared sense of teamwork throughout the year as we deliver industry-leading financial results. Our new profit sharing plan will provide additional compensation on top of contractual pay rates already in place and its existence will not affect our pay rate proposals for joint contracts currently being negotiated.

As you may know, management does not have the ability to unilaterally increase the compensation of team members represented by unions so we will need the approval of each union before this plan can be implemented for each group of represented employees. Because we will not be asking for anything in return, we expect your union leaders will readily agree.

This is an amazing time for American. To be in a position of strength and stability, and provide certainty to you and your families, is exactly what our merger set out to do. Instituting a profit sharing plan outside of negotiations is unprecedented in our business. It’s definitely a new day at American Airlines. And the key to our future success is an engaged, supported and motivated team.

We are dedicated to making that happen, and we know you are also. Let’s work together to make 2016 our best year ever.

Doug                        Scott