AAL 2019 Proxy Statement

Grants of Plan-Based Awards in 2018 The following table provides information regarding grants of plan-based awards made to our named executive officers during the year ended December 31, 2018.

All Other Stock Awards: Number of Shares of Stock or Units (#) (c)

All Other Option Awards:

Grant Date Fair Value of Stock and Option Awards ($) (d)

Exercise or Base Price of Option Awards ($/Sh)

Estimated Future Payouts Under Equity Incentive Plan Awards (b)

Estimated Future Payouts Under Non-Equity Incentive Plan Awards (a)

Number of Securities Underlying Options (#)

Threshold ($)

Target ($)

Maximum ($)

Threshold (#)

Target (#)

Maximum (#)

Name

Grant Date

Doug Parker

-

-

-

2/20/2018 2/20/2018

60,922 121,844 243,688

6,571,000 5,368,000

103,793

Robert Isom

643,508 1,287,016 2,574,032

2/20/2018 2/20/2018

24,894 49,787 99,574

2,685,000 2,575,000

49,787

Derek Kerr

398,618 797,236 1,594,472

2/20/2018 2/20/2018

13,204 26,407 52,814

1,424,000 1,366,000

26,407

Steve Johnson

398,618 797,236 1,594,472

2/20/2018 2/20/2018

13,204 26,407 52,814

1,424,000 1,366,000

26,407

Maya Leibman

398,618 797,236 1,594,472

2/20/2018 2/20/2018

13,204 26,407 52,814

1,424,000 1,366,000

26,407

(a) Reflects potential payouts under the 2018 STIP. For each participating named executive officer, actual payments for 2018 were 50.48% of his or her target bonus opportunity. See the “Summary Compensation Table” on page 55. (b) Represents the performance-vesting portion of each named executive officer’s 2018 RSU awards that vest on February 20, 2021, subject to the executive’s continued employment, based on the Company’s achievement of (i) a pre-tax income margin for the three years ending December 31, 2020 relative to the pre-tax income margin over the same period for a pre-defined group of airlines and (ii) compound annual total stockholder return for the three years ending on February 20, 2021 relative to the compound annual total stockholder return over the same period for a pre-defined group of airlines. The number of shares that will be issued with respect to the performance-vesting RSUs varies between 50% and 200% depending on the Company’s relative performance, and no shares will be issued if threshold performance is not achieved. (c) Represents the time-vesting portion of each named executive officer’s 2018 RSU awards that vest, subject to the executive’s continued employment, with respect to two-thirds of the shares on February 20, 2019 and with respect to one-third of the shares on February 20, 2020. (d) For the time-based vesting portion of each named executive officer’s 2018 RSUs awards, the grant date fair value is equal to the number of shares underlying the RSUs, multiplied by the closing price of our Common Stock on the date of grant. For the performance-vesting TSR modifier portion of each named executive officer’s 2018 RSU awards, the grant date fair value is equal to the number of shares that would be earned assuming achievement of the probable outcome of the relative pre-tax income margin performance condition, multiplied by the fair value per share determined using a Monte Carlo simulation model in accordance with applicable accounting rules.

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2019 Proxy Statement |