0001140361-13-045400.txt : 20131209 0001140361-13-045400.hdr.sgml : 20131209 20131209193839 ACCESSION NUMBER: 0001140361-13-045400 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20131209 FILED AS OF DATE: 20131209 DATE AS OF CHANGE: 20131209 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: American Airlines Group Inc. CENTRAL INDEX KEY: 0000006201 STANDARD INDUSTRIAL CLASSIFICATION: AIR TRANSPORTATION, SCHEDULED [4512] IRS NUMBER: 751825172 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 4333 AMON CARTER BLVD CITY: FORT WORTH STATE: TX ZIP: 76155 BUSINESS PHONE: 8179631234 MAIL ADDRESS: STREET 1: 4333 AMON CARTER BLVD CITY: FORT WORTH STATE: TX ZIP: 75261-9616 FORMER COMPANY: FORMER CONFORMED NAME: AMR CORP DATE OF NAME CHANGE: 19920703 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Ibarguen Alberto CENTRAL INDEX KEY: 0001339732 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-08400 FILM NUMBER: 131266830 MAIL ADDRESS: STREET 1: PEPSICO, INC. STREET 2: 700 ANDERESON HILL ROAD CITY: PURCHASE STATE: NY ZIP: 10577 4 1 doc1.xml FORM 4 X0306 4 2013-12-09 0 0000006201 American Airlines Group Inc. AAL 0001339732 Ibarguen Alberto 4333 AMON CARTER BLVD FORTH WORTH TX 76155 1 0 0 0 Common Stock 2013-12-09 4 A 0 2594 A 2594 D Phantom Stock Units 2013-12-09 4 D 0 38985.07 D Common Stock 38985.07 0 D Pursuant to the fourth amended joint plan of reorganization filed by AMR Corporation ("AMR") and certain of AMR's direct and indirect domestic subsidiaries under Chapter 11 of the United States Bankruptcy Code (the "Plan"), the Common Stock of American Airlines Group Inc. (formerly AMR) reported as disposed of herein was cancelled and retired and ceased to exist at the effective time of the merger pursuant to that certain Agreement and Plan of Merger, dated as of February 13, 2013, as amended, by and among AMR, AMR Merger Sub, Inc. and US Airways Group, Inc. (the "Merger"). The Common Stock of American Airlines Group Inc. reported as acquired herein was acquired by the Reporting Person in connection with such person's holdings of AMR Common Stock and vested derivative securities of AMR prior to the effective time of the Merger, in accordance with and pursuant to the terms of the Plan. Phantom stock units are granted annually pursuant to the Director's Unit Incentive Plan, as amended. Each phantom stock unit is the economic equivalent of one share of Common Stock of AMR Corporation. Pursuant to the Plan, the derivative securities of American Airlines Group Inc. (formerly AMR) reported as disposed of herein were cancelled at the effective time of the Merger. The Common Stock of American Airlines Group Inc. reported as acquired herein was acquired by the Reporting Person in connection with such person's holdings of AMR Common Stock and vested derivative securities of AMR prior to the effective time of the Merger, in accordance with and pursuant to the terms of the Plan. Exercise/expiration dates of Phantom Stock Units are determined upon the Director's cessation of service on the Board. /s/ Kenneth W. Wimberly, Power of Attorney 2013-12-09 EX-24 2 poa1.htm POWER OF ATTORNEY Unassociated Document

POWER OF ATTORNEY

KNOW ALL BY THESE PRESENTS, that the undersigned hereby constitutes and appoints Kenneth Wimberly, Caroline Ray and Derek J. Kerr, and their respective successors, and each of them the undersigned’s true and lawful attorneys-in-fact and agents with full power of substitution and resubstitution, signing singly, for the undersigned and in the undersigned’s name, place and stead, in any and all capacities, to:

 
1.
prepare, execute for and on behalf of the undersigned, and submit to the U.S. Securities and Exchange Commission (the “SEC”) a Form ID (including any amendments thereto) and any other documents necessary or appropriate to obtain codes and passwords enabling the undersigned to make electronic filings with the SEC of reports required by Section 16(a) of the Securities Exchange Act of 1934 (as amended, the “Exchange Act”) or any rule or regulation of the SEC;

 
2.
complete and execute for and on behalf of the undersigned, in the undersigned’s capacity as an officer and/or director of American Airlines Group Inc. (the “Company”) Forms 3, 4 and 5 or any other forms (including any amendments thereto), in accordance with Section 16(a) of the Exchange Act and the rules and regulations thereunder;

 
3.
complete and execute for and on behalf of the undersigned, one or more Forms 144 under the Securities Act of 1933, as amended (the “Securities Act”), as and when authorized by the undersigned telephonically or by electronic transmission (including e-mail);

 
4.
do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form ID, 3, 4, 5 or 144 or any other form (including any amendment thereto) and timely file such form with the SEC and any stock exchange or similar authority; and

 
5.
take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact’s discretion.

The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution, resubstitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted.  The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned’s responsibilities to comply with the Securities Act or Section 16 of the Exchange Act.

The undersigned agrees that each such attorney-in-fact herein may rely entirely on information furnished orally or in writing by the undersigned to such attorney-in-fact.  The undersigned also agrees to indemnify and hold harmless the Company and each such attorney-in-fact against any losses, claims, damages or liabilities (or actions in these respects) that arise out of or are based upon any untrue statements or omission of necessary facts in the information provided by the undersigned to such attorney-in fact for purposes of executing, acknowledging, delivering or filing Forms ID, 3, 4, 5 or 144 or any other forms (including any amendments thereto) and agrees to reimburse the Company and such attorney-in-fact for any legal or other expenses reasonably incurred in connection with investigating or defending against any such loss, claim, damage, liability or action.
 
This Power of Attorney supersedes any power of attorney previously executed by the undersigned regarding the purposes outlined in the first paragraph hereof (“Prior Powers of Attorney”), and the authority of the attorneys-in-fact named in any Prior Powers of Attorney is hereby revoked.

This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4, 5 and 144 with respect to the undersigned’s holdings of and transactions in securities issued by the Company, unless earlier (a) revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact or (b) superseded by a new power of attorney regarding the purposes outlined in the first paragraph hereof dated as of a later date.

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 9th day of December, 2013.

 
Signature:
/s/ Alberto Ibargüen
   
Alberto Ibargüen