Primecap Management (AAL) files amendment reporting 69.19M shares (10.46%)

Rhea-AI Filing Summary

Primecap Management filed Amendment No. 12 to a Schedule 13G/A reporting beneficial ownership of 69,186,424 shares of American Airlines Group Inc. (10.46%) as of 05/31/2026. The filing shows sole voting power for 68,825,724 shares and sole dispositive power for 69,186,424 shares. The amendment is signed by the firm’s Deputy Chief Compliance Officer on 06/05/2026.

Insights

Institutional Investor Strategist

Large passive position: Primecap holds a meaningful ~10.5% stake in American Airlines.

Primecap Management reports beneficial ownership of 69,186,424 shares, representing 10.46% as shown in the amendment. The filing lists substantial sole voting and dispositive powers tied to the position.

This is a disclosure of ownership scale rather than an announced transaction; subsequent filings would be needed to show any trading activity or changes in intent.

Securities Compliance Officer

Amendment updates Section 13G reporting; procedural compliance appears satisfied.

The Schedule 13G/A amendment (No. 12) is signed by the Deputy Chief Compliance Officer and reports exact vote/disposition counts. The document supplies both voting and dispositive power numbers required for institutional investor disclosures.

Filing dates noted are 05/31/2026 (reporting date) and signature on 06/05/2026; further amendments should follow if ownership or control changes materially.

Key Figures

Beneficial ownership: 69,186,424 shares Percent of class: 10.46% Sole voting power: 68,825,724 shares +2 more

5 metrics

Beneficial ownership 69,186,424 shares Amount beneficially owned reported on the amendment

Percent of class 10.46% Percent of common stock reported in Item 4(b)

Sole voting power 68,825,724 shares Number with sole power to vote as reported in Item 4(c)(i)

Sole dispositive power 69,186,424 shares Number with sole power to dispose reported in Item 4(c)(iii)

Report dates 05/31/2026 (reporting); 06/05/2026 (signature) Reporting date and signature date shown in the amendment

Key Terms

Schedule 13G/A, Beneficial ownership, Sole dispositive power

3 terms

Schedule 13G/A regulatory

"Amendment No. 12 to Schedule 13G/A reporting beneficial ownership"

A Schedule 13G/A is an amended public filing with the U.S. securities regulator that updates a previous Schedule 13G, disclosing when an individual or group holds a substantial (typically over 5%) stake in a company and is claiming a passive, non‑controlling intent. Investors monitor these updates because rising or falling holdings can signal changing confidence, potential future moves, or shifts in voting power — like watching a public ledger where large shareholders quietly adjust their positions.

Beneficial ownership financial

"Item 4. (a) Amount beneficially owned: 69,186,424"

Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.

Sole dispositive power regulatory

"Number of shares as to which the person has sole power to dispose: 69,186,424"

Sole dispositive power is the exclusive legal authority to decide what happens to a security — for example, whether to sell, transfer, or retain shares — without needing anyone else’s permission. Investors care because it signals who truly controls the economic outcome of an investment: like holding the only key to a safe, the holder can realize gains or losses and may trigger regulatory reporting, insider rules, or influence over corporate ownership.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 06/05/2026 - 01:09 PM Accepted by SEC EDGAR 06/05/2026 - 01:09 PM Learn about SEC filing dates

FAQ

What stake does Primecap Management report in AAL?

Primecap reports beneficial ownership of 69,186,424 shares of American Airlines, equal to 10.46%. The filing lists the stake and percent on Amendment No. 12 to Schedule 13G/A dated 05/31/2026 and signed 06/05/2026.

How much voting control does Primecap have in American Airlines (AAL)?

Primecap reports sole voting power for 68,825,724 shares. The amendment distinguishes sole voting power and shared voting power, showing only the sole-vote amount and zero shared voting power in the filing.

Does the filing indicate Primecap will sell or buy more AAL shares?

The amendment discloses ownership figures and powers but does not state any intended purchases or sales. It lists current beneficial ownership and voting/dispositive powers without transaction instructions or directives.

Who signed the Schedule 13G/A amendment for Primecap?

The filing is signed by Jorge A. Rodriguez, listed as Deputy Chief Compliance Officer. The signature date shown in the amendment is 06/05/2026.

What filing type is this disclosure for AAL and what does it mean?

This is an Amendment No. 12 to Schedule 13G/A, a passive investor ownership disclosure. It reports beneficial ownership levels and voting/dispositive powers for an institutional holder rather than describing corporate actions or transactions.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 12)

American Airlines Group Inc.

(Name of Issuer)

COM

(Title of Class of Securities)

02376R102

(CUSIP Number)

05/31/2026

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

schemaVersion:

SCHEDULE 13G

CUSIP Number(s): 02376R102

1

Names of Reporting Persons

PRIMECAP MANAGEMENT CO/CA/

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 68,825,724.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 69,186,424.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

69,186,424.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

10.46 %

12

Type of Reporting Person (See Instructions)

IA

SCHEDULE 13G

Item 1.
(a)	Name of issuer: American Airlines Group Inc.
(b)	Address of issuer's principal executive offices: 1 Skyview Drive, Fort Worth, TEXAS 76155
Item 2.
(a)	Name of person filing: PRIMECAP MANAGEMENT CO/CA/
(b)	Address or principal business office or, if none, residence: 177 EAST COLORADO BLVD. 11TH FLOOR PASADENA, California 91105
(c)	Citizenship: PRIMECAP MANAGEMENT CO/CA/ - UNITED STATES
(d)	Title of class of securities: COM
(e)	CUSIP No.: 02376R102
Item 3.	If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
(k)	Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.	Ownership
(a)	Amount beneficially owned: 69,186,424
(b)	Percent of class: 10.46 %
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: PRIMECAP MANAGEMENT CO/CA/ - 68,825,724
	(ii) Shared power to vote or to direct the vote: PRIMECAP MANAGEMENT CO/CA/ - 0
	(iii) Sole power to dispose or to direct the disposition of: PRIMECAP MANAGEMENT CO/CA/ - 69,186,424
	(iv) Shared power to dispose or to direct the disposition of: PRIMECAP MANAGEMENT CO/CA/ - 0
Item 5.	Ownership of 5 Percent or Less of a Class.
	Not Applicable
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	Not Applicable
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	Not Applicable
Item 8.	Identification and Classification of Members of the Group.
	Not Applicable
Item 9.	Notice of Dissolution of Group.
	Not Applicable

Item 10.

Certifications:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

PRIMECAP MANAGEMENT CO/CA/

Signature:	Jorge A. Rodriguez
Name/Title:	Deputy Chief Compliance Officer
Date:	06/05/2026