Current Report Filing (8-k)
April 26 2021 - 4:34PM
Edgar (US Regulatory)
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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): April 26, 2021
AMERICAN AIRLINES GROUP INC.
AMERICAN AIRLINES, 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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Delaware
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1-2691
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13-1502798
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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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1 Skyview Drive,
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Fort Worth,
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Texas
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76155
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1 Skyview Drive,
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Fort Worth,
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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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Registrant’s telephone number, including area code:
(682) 278-9000
(682) 278-9000
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N/A
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(Former name or former address if changed since last report.)
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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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☐
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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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Securities registered pursuant to Section 12(b) of the Act:
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Title of each class
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Trading
Symbol(s)
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Name of each exchange
on which registered
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Common Stock, $0.01 par value per share
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AAL
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The Nasdaq Global Select Market
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.
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Emerging growth company
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☐
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If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
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ITEM 7.01.
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REGULATION FD DISCLOSURE.
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As previously disclosed in its Form 10-Q filed on April 22, 2021 for the quarterly period ended on March 31, 2021 (the 10-Q), beginning in the first quarter of 2021, American Airlines Group Inc. (the Company) is no longer allocating aircraft fuel and related taxes or certain salaries, wages and benefits, other rent and landing fees, selling and other expenses to regional expenses on the Company’s condensed consolidated statements of operations. The Company’s first quarter of 2020 condensed consolidated statement of operations was recast to conform to the first quarter of 2021 presentation. This change in the presentation of our statement of operations had no impact on total operating expenses or net loss. See Note 10 to the Company’s Condensed Consolidated Financial Statements in Part I, Item 1A of the 10-Q.
This filing is to provide each of the 2020 and 2019 quarterly reporting periods recast to conform to the first quarter of 2021 presentation. The tables below set forth the select quarterly 2020 and 2019 operating expenses that have been recast.
The information in this Item 7.01 is being furnished and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section and shall not be deemed incorporated by reference into any registration statement or other document filed pursuant to the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.
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2020
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3 Months Ended
March 31
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3 Months Ended
June 30
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3 Months Ended
September 30
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3 Months Ended
December 31
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As
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As
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As
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As
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As
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As
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As
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As
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Reported
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Recast
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Reported
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Recast
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Reported
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Recast
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Reported
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Recast
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Operating expenses:
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Aircraft fuel and related taxes
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$
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1,395
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$
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1,784
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$
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217
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$
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309
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$
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453
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$
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611
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$
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516
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$
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698
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Salaries, wages and benefits
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3,140
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3,219
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2,538
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2,610
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2,705
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2,763
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2,577
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2,637
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Regional expenses:
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Regional fuel
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389
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—
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92
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—
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158
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—
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182
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—
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Regional operating expenses
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1,452
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1,057
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625
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408
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677
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450
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992
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723
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Regional depreciation and amortization
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83
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83
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84
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84
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79
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79
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79
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79
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Maintenance, materials and repairs
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629
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629
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287
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287
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337
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337
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330
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331
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Other rent and landing fees
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468
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611
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315
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413
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367
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472
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387
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509
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Selling expenses
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305
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385
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43
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57
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70
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97
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94
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126
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Other
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1,177
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1,270
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568
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601
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659
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696
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565
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619
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2019
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3 Months Ended
March 31
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3 Months Ended
June 30
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3 Months Ended
September 30
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3 Months Ended
December 31
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As
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As
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As
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As
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As
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Reported
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Recast
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Reported
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Recast
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Reported
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Recast
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Reported
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Recast
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Operating expenses:
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Aircraft fuel and related taxes
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$
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1,726
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$
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2,149
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$
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1,995
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$
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2,482
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$
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1,989
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$
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2,474
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$
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1,816
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$
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2,291
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Salaries, wages and benefits
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3,090
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3,164
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3,200
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3,276
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3,219
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3,284
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3,100
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3,170
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Regional expenses:
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Regional fuel
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423
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—
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487
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—
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485
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—
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475
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—
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Regional operating expenses
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1,261
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849
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1,316
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903
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1,364
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953
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1,355
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944
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Regional depreciation and amortization
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79
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79
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83
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83
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84
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84
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90
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90
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Maintenance, materials and repairs
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561
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562
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575
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575
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610
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610
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635
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635
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Other rent and landing fees
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503
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662
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535
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688
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530
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688
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487
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634
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Selling expenses
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370
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462
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401
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506
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424
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526
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407
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510
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Other
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1,251
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1,337
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1,271
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1,350
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1,336
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1,422
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1,229
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1,320
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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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AMERICAN AIRLINES GROUP INC.
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Date: April 26, 2021
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By:
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/s/ Derek J. Kerr
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Derek J. Kerr
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Executive Vice President and
Chief Financial Officer
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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.
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AMERICAN AIRLINES, INC.
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Date: April 26, 2021
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By:
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/s/ Derek J. Kerr
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Derek J. Kerr
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Executive Vice President and
Chief Financial Officer
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