Vicente Reynal

About Vicente Reynal

Vicente Reynal (age 50) is an independent director of American Airlines Group Inc. (AAL) since 2022. He is Chairman, President, and Chief Executive Officer of Ingersoll Rand (IR), with engineering and policy degrees from Georgia Tech (BS Mechanical Engineering) and MIT (MS Mechanical Engineering; MS Technology & Policy). His background spans operational excellence, corporate transactions, and growth strategy in diversified industrials, informing Board oversight of strategy, risk, and transformation.

Past Roles

Organization	Role	Tenure	Committees/Impact
Ingersoll Rand Inc. (NYSE: IR)	Chairman, President & CEO	2020–Present	Led transformative growth initiatives; delivers shareholder value through operational excellence
Gardner Denver Inc.	CEO & President; CEO & President, Industrials	2015–2020	Led IPO in 2017 and subsequent combination with IR; created meaningful shareholder value
Danaher Corporation	Group President, Dental Technologies; President, Ormco; President, Pelton & Crane/KaVo/Special Markets; VP Global Operations	2004–2015	Scaled global operations and product platforms; deep systems/lean expertise
Thermo Fisher Scientific	VP Global Operations & Supply Chain	2002–2004	Supply chain leadership across life sciences instrumentation
Allied Signal Aerospace (Honeywell Aero)	Business Unit Manager (Engine Repair & Overhaul)	1998–2002	Aviation operations exposure; repair/overhaul leadership

External Roles

Organization	Role	Tenure	Notes
Ingersoll Rand Inc. (NYSE: IR)	Director	2020–Present	Current public company directorship
Gardner Denver Inc.	Director	2017–2020	Prior public company directorship
Ownership Works	Board Member	Not disclosed	Non-profit affiliation
American Heart Association	Board Member	Not disclosed	Non-profit affiliation

Board Governance

Committee assignments (current): Compensation Committee member; Corporate Governance & Public Responsibility (CGPR) Committee member. Compensation Committee met 8 times in 2024; CGPR met 5 times.
Chair role transition: Post-2025 Annual Meeting, Reynal is expected to become Chair of the Finance Committee and join Finance; he will be replaced by Denise O’Leary on CGPR. Doug Steenland will chair Compensation; Kathryn Farmer will join Finance and Safety.
Independence: Board concluded Reynal is independent under Nasdaq and AAL guidelines; noted his brother is an executive at a company that has ordinary-course transactions with AAL, none exceeding 5% of recipient revenues or $200,000, and not impairing independence. No related party transactions requiring Item 404 disclosure since Jan 1, 2024.
Attendance: The Board held 9 meetings in 2024 (with 4 independent-director executive sessions); all incumbent directors attended at least 75% of Board and committee meetings; all directors attended the 2024 annual meeting.
Board leadership: Independent Chairman (Greg Smith) structure maintained, with separate CEO and Chairman roles.
Overboarding policy: AAL guidelines limit CEOs of public companies to serving on no more than two public boards other than AAL’s; Reynal’s disclosed public company board service (IR and AAL) appears within policy.

Fixed Compensation

Component (2024)	Amount (USD)
Fees Earned or Paid in Cash	$130,000
Stock Awards (RSUs, grant-date fair value)	$150,000
All Other Compensation (flight privileges/tax reimbursements)	$15,956
Total	$295,956

Notes:

Cash includes annual retainer, committee and chair fees (as applicable).
“All Other Compensation” includes the value of flight privileges and tax reimbursements; program details described in proxy narrative.

Performance Compensation

Equity Award	Grant Date	Shares/Units	Grant-Date Fair Value	Vesting
Time-vesting RSUs (Director annual grant)	June 5, 2024	12,908	$150,000	Cliff vest on June 5, 2025 (continued service)

No performance metrics are attached to director RSU grants; these are time-based awards.

Other Directorships & Interlocks

Entity	Relationship	Potential Interlock/Conflict	Board Conclusion
Ingersoll Rand Inc.	CEO and director	External issuer directorship	Independent; within AAL’s director service limits for CEOs
Company affiliated with Reynal’s brother (unnamed)	Family member is executive; ordinary-course transactions with AAL	Related-person proximity (monitor)	Transactions did not exceed thresholds; independence not impaired
Ownership Works; American Heart Association	Non-profit board roles	None disclosed	Not impairing independence

Expertise & Qualifications

Industrial operations and transformation leadership across diversified global platforms (Danaher/Thermo Fisher/IR/Gardner Denver); strong credentials in supply chain, lean systems, and growth strategy.
Aviation exposure from Allied Signal Aerospace engine repair/overhaul; relevant to airline safety and maintenance context.
Engineering and policy education (BS ME – Georgia Tech; MS ME and MS Technology & Policy – MIT) underpinning technical and regulatory insights.

Equity Ownership

Holder	Shares (Direct)	RSUs Vesting ≤60 Days	Total Beneficial Ownership	% of Class
Vicente Reynal	19,008	12,908	31,916	<1% (*)

Director stock ownership guidelines: minimum holding equal to lesser of five times annual cash retainer or 15,000 shares; unvested equity counts; five years to comply. Company states directors with reached compliance dates exceed guidelines. Hedging and pledging of AAL stock are prohibited.

Governance Assessment

Strengthening finance oversight: Expected Finance Committee chair role positions Reynal to influence capital structure, liquidity, and risk policies—material for airline leverage and capex cycles.
Independence maintained with disclosed family linkage: The brother’s company transactions are ordinary-course and below quantitative thresholds; Board’s annual independence review concluded no impairment—keep monitoring for scale changes.
Attendance/engagement: Board met 9 times; independent executive sessions held; directors met ≥75% attendance and attended the annual meeting—supports engagement quality.
Ownership alignment: Annual RSUs and stock ownership guidelines, plus ban on hedging/pledging, support alignment; beneficial ownership reported at 31,916 shares including near-term vesting RSUs.
Overboarding risk appears contained: As a sitting public-company CEO, Reynal’s disclosed board roles remain within AAL’s policy framework.

RED FLAGS / Watch items:

Related-party proximity via family member executive at a vendor: currently immaterial per thresholds and independence determination; monitor for transaction growth or non-ordinary terms.
Director compensation features flight privileges/tax reimbursements: common in airlines but can draw scrutiny; amounts disclosed and modest relative to total.